Common use of Roles and Duties Clause in Contracts

Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Officer reporting to Company’s Board of Directors (the “Board”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investments, including the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. Executive shall not engage in other non-Company related business activities (including board memberships) without Company’s prior written consent, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) scientific advisory boards, so long as such activities do not interfere with Executive’s duties for Company. Executive shall serve as a member of the Board during Executive’s employment hereunder, subject to any required approval. Executive’s service as a Board member shall be without further compensation. Executive shall resign from the Board effective immediately upon the termination of Executive’s employment with Company for any reason.

Appears in 2 contracts

Samples: Employment Agreement (Checkmate Pharmaceuticals, Inc.), Executive Employment Agreement (Checkmate Pharmaceuticals, Inc.)

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Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Officer reporting directly to Company’s Board of Directors (the “Board”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investmentsinvestments on Executive’s own personal time, including the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. Executive shall not engage in other non-Company related business activities (including board memberships) without CompanyBoard’s prior written consent, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) scientific advisory boardsactivities, so long as such activities do not interfere with Executive’s duties for Company. Executive shall serve as a member of the Board during Executive’s employment hereunder, subject to any required approval. Executive’s service as a Board member shall be without further compensation. Executive shall resign from the Board effective immediately upon the termination of Executive’s employment with Company for any reason.

Appears in 1 contract

Samples: Executive Employment Agreement (Checkmate Pharmaceuticals, Inc.)

Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Financial Officer (“CFO”) reporting to Company’s Board of Directors Chief Executive Officer (the BoardCEO”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board Company in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investmentsinvestments on Executive’s own personal time, including including, without limitation the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. During Executive’s employment, Executive shall not engage in any other non-Company related business activities of any nature whatsoever (including board memberships) without Company’s prior written consent, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) scientific advisory boards, so long as such activities do not interfere with Executive’s duties for Company. , provided that Executive shall not serve in any official capacity, including as a member of a board, without the Board during Executive’s employment hereunder, subject to any required approval. Executive’s service as a Board member shall be without further compensation. Executive shall resign from the Board effective immediately upon the termination prior written approval of Executive’s employment with Company for any reasonCompany.

Appears in 1 contract

Samples: Executive Employment Agreement (Pulmatrix, Inc.)

Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Medical Officer (“CMO”) reporting to Company’s Board of Directors Chief Executive Officer (the “BoardCEO”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board Company in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investmentsinvestments on Executive’s own personal time, including including, without limitation the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. During Executive’s employment, Executive shall not engage in any other non-Company related business activities of any nature whatsoever (including board memberships) without Company’s prior written consent, which shall not be unreasonably withheld, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) scientific advisory boards, so long as such activities do not interfere with Executive’s duties for Company. , provided that Executive shall not serve in any official capacity, including as a member of a board, without the Board during Executive’s employment hereunderprior written approval of Company, subject to any required approval. Executive’s service as a Board member which consent shall not be without further compensation. Executive shall resign from the Board effective immediately upon the termination of Executive’s employment with Company for any reasonunreasonably withheld.

Appears in 1 contract

Samples: Executive Employment Agreement (Pulmatrix, Inc.)

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Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Officer reporting to Company’s Board of Directors (the “Board”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investments, including the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. Executive shall not engage in other non-Company related business activities (including board memberships) without Company’s prior written consent, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) the following scientific advisory boards: AVROBIO, Intellia, Xxxxx, Xxxxx, RaNA Therapeutics, Solstice and TranscripTx; so long as such activities do not interfere with Executive’s duties for Company. Executive shall serve as a member of the Board during Executive’s employment hereunder, subject to any required approval. Executive’s service as a Board member shall be without further compensation. Executive shall resign from the Board effective immediately upon the termination of Executive’s employment with Company for any reason.

Appears in 1 contract

Samples: Executive Employment Agreement (Checkmate Pharmaceuticals, Inc.)

Roles and Duties. Subject to the terms and conditions of this Agreement, Company shall employ Executive as its President and Chief Executive Scientific Officer (“CSO”) reporting to Company’s Board of Directors Chief Executive Officer (the BoardCEO”). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive’s ability the duties normally associated with such position and as determined by the Board Company in its sole and reasonable discretion. During Executive’s employment, Executive shall devote all of Executive’s business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit Executive’s right to manage Executive’s personal investmentsinvestments on Executive’s own personal time, including including, without limitation the right to make passive investments in the securities of: (a) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (b) any publicly held entity so long as Executive’s aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity. During Executive’s employment, Executive shall not engage in any other non-Company related business activities of any nature whatsoever (including board memberships) without Company’s prior written consent, except that (i) Executive may be involved in civic and charitable activities and (ii) Executive may continue to serve on no more than two (2) scientific advisory boards, so long as such activities do not interfere with Executive’s duties for Company. , provided that Executive shall not serve in any official capacity, including as a member of a board, without the Board during Executive’s employment hereunder, subject to any required approval. Executive’s service as a Board member shall be without further compensation. Executive shall resign from the Board effective immediately upon the termination prior written approval of Executive’s employment with Company for any reasonCompany.

Appears in 1 contract

Samples: Executive Employment Agreement (Ruthigen, Inc.)

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