SERVICES; DUTIES Sample Clauses

SERVICES; DUTIES. Executive shall have the normal duties, responsibilities and authority of a President and Chief Executive Officer, subject to the power of the Board to expand or limit such duties, responsibilities and authority. The Executive shall devote Executive's full time and effort to the business of the Company. The Executive shall perform the duties and obligations required of the Executive hereunder in a competent, efficient and satisfactory manner at such hours and under such conditions as the performance of such duties and obligations may require.

SERVICES; DUTIES. (a) The Director’s duties will include without limitation: (a) making reasonable business efforts to attend all scheduled meetings of the Board as described below; (b) serving on the Committees listed above, and making reasonable business efforts to attend all meetings of each Committee of which the Director is a member; and (c) performing such other customary duties and responsibilities assigned to the Director by the Chairman of the Board (collectively, the “Services”). The Director shall perform his Services on behalf of the Company in good faith and in a manner that is in the best interests of the Company. (b) The Company currently intends to hold during each calendar year: (i) at least four (4) Board meetings to be held likely via conference call or video call; however, occasional in-person Board meetings may be required; and (ii) at least one (1) annual stockholders’ meeting. The Board and its committees will hold additional meetings as may be required by the business and affairs of the Company. In fulfilling his responsibilities as a member of the Board, the Director agrees that he shall act honestly and in good faith with a view to the best interests of the Company and exercise the care, diligence, and skill that a reasonably prudent person would exercise in comparable circumstances. (c) The Director will use his best efforts to provide the Services to the Company, to promote the interests of the Company, and to devote the time necessary to faithfully perform his duties and the Services. The Company recognizes that the Director (i) is or may become a full-time executive employee of another entity and that his responsibilities to such entity may have priority and (ii) sits or may sit on the board of directors of other entities, subject to any limitations set forth by the Sxxxxxxx-Xxxxx Act of 2002 and limitations provided by any exchange or quotation service on which the Company’s common stock is listed or traded. So long as any outside activities do not create a conflict, interfere, or violate the Director’s obligations under this Agreement or the Director’s fiduciary duties to the Company and the stockholders, the Director may be employed by another company, may serve on other boards of directors or advisory boards, and may engage in any other business activity. Notwithstanding the same, the Director will provide the Company with prior written notice of any future commitments to such entities and use reasonable business efforts to coordinate his r...

SERVICES; DUTIES. Executive shall have the general duties, responsibilities and authority of a Chief Marketing Officer, subject to the power of the Chief Executive Officer and/or the Board to expand or limit such duties, responsibilities and authority. Executive agrees to loyally perform the duties assigned to Executive from time to time, and all duties associated therewith, to the best of Executive’s abilities, to be familiar with the Company’s policies as they exist from time to time which relate to Executive’s duties, and to abide by the Company’s By-laws, Board direction, and all policies and procedures as they exist from time to time, provided that in the event of a conflict between any Company policy or procedure and the terms of this Agreement, the terms of this Agreement shall control unless contrary to applicable law. While the Company employs Executive, Executive will not engage in any business activity or outside employment that might conflict with the Company’s interests or might adversely affect the performance of Executive’s duties for the Company.

SERVICES; DUTIES. Executive shall have the normal duties, responsibilities and authority of Senior Vice President, Sales and Operations, subject to the power of the President or the Board to expand or limit such duties, responsibilities and authority. Executive shall devote Executive’s full time and best efforts to the business of the Company. Executive shall perform the duties and obligations required of Executive hereunder in a competent, efficient and satisfactory manner at such hours and under such conditions as the performance of such duties and obligations may require.

SERVICES; DUTIES. Consultant shall report to the Chairman of the Board of Directors of the Partnership’s general partner. Consultant shall have such duties and obligations as may be reasonably requested by the Partnership’s Chairman from time to time. Consultant agrees to perform his duties and responsibilities in a diligent, careful, prompt and proper manner and to be available to devote not less than twenty (20) hours per week of his business time and efforts to the interests of the Partnership and/or the combined retail business organization Consultant shall diligently and conscientiously devote his time and effort consistent with the terms of this Agreement, applicable law, and the general performance guidelines established by the Partnership. Consultant is not party to any other agreement, or under any other duty, which will interfere or conflict with his full compliance with this Agreement. Consultant will not enter into any agreement or undertake any other duty, whether written or oral, in conflict with the provisions of this Agreement. Additionally, Consultant agrees and acknowledges that he shall be expressly subject to the restrictive covenants and other restrictions, including those in Section 5,6 and 11, provided for under his Separation and Restrictive Covenant Agreement, dated as of even date herewith, by and between Consultant and the Partnership (the “Separation Agreement”) and nothing herein is intended to in any way modify, enhance or reduce the scope or duration of such restrictive covenants or Partnership’s obligation to Consultant. In the performance of his duties, Consultant shall comply with the policies of the Partnership, as in effect from time to time. Partnership will make Consultant aware of all policies it intends Consultant to comply with. To the extent the Partnership requests for Consultant’s services conflict with other personal or professional obligations of Consultant, the Partnership agrees to make reasonable efforts to schedule around such obligations.

SERVICES; DUTIES. (a) During the term of Employee’s employment hereunder, Employee shall serve in the capacities and perform the duties and responsibilities described in numbered item 5 of Addendum A, or as are normally associated with the position of Executive Vice President. The Employee shall also perform such additional or other duties as may be delegated to Employee by the President or the Board of Directors; provided, however, that such additional or other duties shall be (i) consistent with the needs of Company, (ii) consistent with Employee’s skills and experience, and (iii) commensurate with Employee’s title and level of compensation. Any material diminution or increase in Employee’s duties or responsibilities, or change in duties or responsibilities that would require Employee to engage in employment outside the Atlanta metropolitan area for periods of time materially greater than those required while Employee was employed by Holdings, must be approved by Employee. (b) During the term of Employee’s employment hereunder, except for periods of illness, disability, reasonable vacation periods, and reasonable leaves of absence, all subject to policies generally applicable to other senior executives of Company or Cross Country Healthcare, Inc. (“Cross Country”), Employee shall devote substantially all of Employee’s business time, attention, energy and skill to the business of Company, and shall perform such services in a faithful, competent, and diligent manner at the direction of the President. Employee shall take actions that are reasonable and consistent with Employee’s past practices as the former Chief Financial Officer of Holdings. Employee agrees that Employee will not hold any concurrent employment or business positions without the prior express written consent of Company. Employee shall be eligible to participate as a member in community, civic, religious, or similar organizations, including service on the board of directors or trustees of such organizations, and may pursue personal investments which do not present any conflict of interest with Company, or unfavorably affect the performance of Employee’s duties pursuant to this Agreement. (c) The foregoing notwithstanding, Company acknowledges and agrees that (i) Employee will be engaged by Holdings as an independent contractor (with signature authority) to provide certain services to Holdings that are necessary and appropriate to wind down, liquidate, and dissolve the MDA businesses and the ESOP Trust that ow...

SERVICES; DUTIES. Executive shall have the general duties, responsibilities and authority of a Vice President, subject to the power of the Chief Executive Officer and/or the Board of Directors to expand or limit such duties, responsibilities and authority. In addition, Executive will have specific responsibility for certain operations and departments of Company. Executive agrees to loyally perform the duties assigned to Executive from time to time, and all duties associated therewith, to the best of Executive’s abilities, to be familiar with the Company’s policies as they exist from time to time which relate to Executive’s duties, and to abide by the Company’s policies as they exist from time to time.

SERVICES; DUTIES. (a) SERVICES AND ENGAGEMENT PERIOD. Occidental shall engage the Executive to 1) serve as Chief Executive Officer of Occidental or its successor entity for a period of not more than 4 months or until a successor is appointed, 2) to serve as Director and Chairman of the Board of Directors - any such director responsibilities to be in a non executive capacity, to provide consulting services as deemed necessary by the CEO and/or committees of the Board of Directors ( in aggregate the "Employment Period") commencing on the date hereof (the "Effective Date") and continuing thereafter for a term of five years until the fifth anniversary of the Effective Date unless terminated in accordance with the provisions of this Agreement.

SERVICES; DUTIES. Executive shall have the general duties, responsibilities and authority of a President and Chief Executive Officer, subject to the power of the Board to expand or limit such duties, responsibilities and authority, provided that such duties, responsibilities and authority are customary for the President and Chief Executive Officer of a publicly traded company comparable in size to the Company in the United States. Executive agrees to loyally perform the duties assigned to Executive from time to time, and all duties associated therewith, to the best of Executive’s abilities, to be familiar with the Company’s policies as they exist from time to time which relate to Executive’s duties, and to abide by the Company’s By-laws, Board direction, and all policies and procedures as they exist from time to time, provided that in the event of a conflict between any Company policy or procedure and the terms of this Agreement, the terms of this Agreement shall control unless contrary to applicable law. While the Company employs Executive, Executive will not engage in any business activity or outside employment that might conflict with the Company’s interests or might adversely affect the performance of Executive’s duties for the Company. Executive may manage personal investments, participate in charitable, educational, and professional activities, but, without the prior approval of the Board and after a reasonable transition period shall not serve as a member of the board of directors (or comparable governing body) or any committee of a board of directors of any for-profit entity or business during the first year of the Term. After the first year of the Term Executive may serve as a member of the board of directors (or comparable governing body) or a committee of a board of directors of one for-profit entity or business that does not compete with the Company with the prior approval of the Board.

SERVICES; DUTIES. During the Consulting Period (as defined in Section 2 below), the Company hereby engages you on an as needed basis from time-to-time to provide sales services in support of the Crop Protection segment (the "Consulting Services"). The Consulting Services shall be performed at a combination of on-site at the Company’s offices or remotely during the hours of 8:30 a.m. to 5:00 p.m. During the Consulting Period you will report to Xxxxx Xxxxxxx with regard to your consulting schedule, location as to where services are to be performed, and duties. Your schedule will be set in consultation with Xx. Xxxxxxx on the Friday prior to the week during which you will perform the services. During the Consulting Period, you will: (a) render the Consulting Services ethically and conscientiously and devote your best efforts and abilities to the Company; and (b) observe all policies and directives in place from time-to-time by the Company for independent contractors. During the Consulting Period (as defined below), you agree that the Consulting Services shall be exclusive to the Company – you may not render similar such services to any person or entity other than the Company.