Services to be Rendered by Employee. (a) During the Employment Period, Employee shall serve as the President of Programming. Employee shall perform such duties as from time to time may be delegated to Employee and will continue to perform duties as requested by the co-Chief Executive Officer(s), Chief Financial Officer, Chief Administrative Officer or the Board of Directors (the “Board”). Employee shall devote all of Employee's professional time, energy and ability to the proper and efficient conduct of the Company's business. Employee shall observe and comply with all reasonable lawful directions and instructions by and on the part of the co-Chief Executive Officers, Chief Financial Officer, Chief Administrative Officer or the Board and endeavor to promote the interests of the Company and not at any time during the Employment Period (and any period during which Employee receives severance) do anything which may cause or tend to be likely to cause any loss or damage to the Company in business, reputation or otherwise.
(b) The Company may from time to time call on Employee to perform services related to the business of developing, selling and broadcasting network and/or syndicated radio programming and/or commercial inventory, which may include (in the Company's sole discretion) contributing to the day-to-day management and operation of such business, soliciting Sponsors and Affiliates (as such terms are defined in Section 11 hereof) or dealing with their accounts or other activities related to the Company's business, as reasonably requested from time to time by the co-Chief Executive Officers, Chief Financial Officer, Chief Administrative Officer or the Board. It shall be within the Company's discretion to reasonably change or otherwise alter Employee's duties, title or responsibilities provided that such is consistent with those of a lead executive of programming. Any change shall be binding on Employee for all purposes of this Agreement.
(c) Employee acknowledges that Employee will have and owe fiduciary duties to the Company and its shareholders including, without limitation, the duties of care, confidentiality and loyalty.
(d) EMPLOYEE ACKNOWLEDGES THAT EMPLOYEE HAS RECEIVED A COPY OF THE COMPANY'S SEXUAL HARASSMENT POLICIES AND PROCEDURES, CODE OF ETHICS AND CODE OF CONDUCT, AND UNDERSTANDS AND AGREES TO ABIDE BY SUCH POLICIES.
Services to be Rendered by Employee. (a) During the Employment Period, Employee shall serve as President and COO of Metro/Shadow. Employee shall perform such executive duties as from time to time may be delegated to Employee by such parties. Employee shall devote all of Employee's professional time, energy and ability to the proper and efficient conduct of the Company's business. Employee shall observe and comply with all reasonable lawful directions and instructions by and on the part of the Chief Executive Officer or the Board of Directors of the Company (the "Board of Directors") or their designees, and endeavor to promote the interests of the Company and not at any time do anything which may cause or tend to be likely to cause any loss or damage to the Company in business, reputation or otherwise.
(b) The Company may from time to time call on Employee to perform services related to the business of developing and broadcasting traffic, news, sports and weather reports, which may include (in the Company's sole discretion) contributing to the day-to-day management and operation of such business, soliciting Sponsors, Corporate Affiliates (as such terms are defined in Section 14 hereof) or customers or dealing with their accounts, or the television or radio broadcast of traffic, news, sports and weather reports, or other activities related to the Company's business, as reasonably specified from time to time by the Chief Executive Officer, the Board of Directors or their designees. The Company shall not relocate Employee to another city without Employee's prior consent.
(c) Employee acknowledges that the Company does not allow personal trade.
Services to be Rendered by Employee. Employee shall be subject to the direction of the Board of Directors, or a duly authorized committee thereof and his duties shall be those generally vested in the office of President and Chief Executive Officer and Director for the corporation and he shall have such other powers and duties as may be reasonably prescribed by the Board of Directors, or a duly authorized committee thereof, and shall perform such duties as from time to time may be decided upon by the Board of Directors, or a duly authorized committee thereof, of the Company, including but not limited to, speaking for and promoting the sale of the Company's product lines as public spokesman both in print and television ads. The Employee agrees that he will serve the Company faithfully and to the best of his abilities, devoting substantially all his time, energy and skill to the activities of the Company and the promotion of its interests. Employee shall not serve as an officer or director or similar capacity with any other entity except with the consent of the Board of Directors.
Services to be Rendered by Employee. The Company hereby employs, engages and hires Employee in the capacity of President, and Employee hereby accepts and agrees to such hiring, engagement and employment. Employee agrees to perform any and all duties and to assume any and all responsibilities that may be assigned from time to time by the Company or its authorized agents. Employee will devote his full-time, energy and skill to the performance of these duties and for the benefit of the Company. Employee shall also exercise due diligence and care in the performance of all duties performed for the Company under this Agreement.
Services to be Rendered by Employee. Employee shall be subject to the direction of the Board of Directors, a duly authorized committee thereof, or the Company's Chief Executive Officer and his duties shall be those generally vested in the office of Vice President of Research for the corporation and he shall have such other powers and duties as may be reasonably prescribed by the Board of Directors, a duty authorized committee thereof, or the Company's Chief Executive Officer and shall perform such duties as from time to time may be decided upon by the Board of Directors, a duly authorized committee thereof, or the Company's Chief Executive Officer, including but not limited to, speaking for and promoting the sale of the Company's product lines as public spokesman both in print and television ads. The Employee agrees that he will serve the Company faithfully and to the best of his abilities, devoting substantially all his time, energy and skill to the activities of the Company and the promotion of its interests. Employee shall not serve as an officer or director or similar capacity with any other entity except with the consent of the Company. The Company has agreed to accommodate Employee's position with Definitive Audio to the extent of an average of one day per month so long as the prime focus of Employee's time and activities are in support of the Company's objectives.
Services to be Rendered by Employee. Employee agrees to serve the Company as its President and Chief Executive Officer and, in addition, at no additional compensation, serve as a member of the Board of Directors of RTW, Inc., and in such other directorships, Board committee memberships and offices of the Company and its subsidiaries to which Employee may from time to time be elected or appointed by the Chairman of the Board and the shareholders. Employee will perform such duties and exercise such powers as from time to time may be assigned to him consistent with his position, knowledge and experience, either orally or in writing, by the Board of Directors of the Company and will carry out his duties under the ultimate general direction and control of the Board of Directors. In his capacity as President and Chief Executive Officer, Employee will perform all reasonable acts customarily associated with such position, or necessary or desirable to protect and advance the best interests of the Company, together with such other reasonable duties as may be determined and assigned to him by the Board of Directors. Employee will perform such acts and carry out such duties, and will in all other respects serve the Company, faithfully and to the best of his ability.
Services to be Rendered by Employee. Employee shall be subject to the direction of the Chief Executive Officer of the Company, and he shall perform such duties as may be reasonably prescribed by the Chief Executive Officer of the Company. Employee shall be required to devote no less than two working days per week and during such time shall devote all of his productive time, energy and ability to the proper and efficient conduct of the Company’s business. Employee shall at all times faithfully, industriously, and to the best of his ability, experience and talent, perform the duties that may be reasonably required to the reasonable satisfaction the Chief Executive Officer of the Company.
Services to be Rendered by Employee. (a) On and subject to the terms and provisions hereof, Employee shall be employed initially as the Company's Vice President of Sales and Marketing, subject to the direction of the Board of Directors or a duly authorized committee thereof from time to time, and subject to the authority and direction of the President and Chief Executive Officer of the Company from time to time. Subject to the foregoing, Employee's responsibilities shall include management of the Company's domestic sales and marketing activities, including management of all sales representative 2 organizations, direct contact with buyers of major customers, development of new customers, development of pricing recommendations, sales and market programs, advertising, public relations materials, and participation in defining the Company's product developments; and, Employee shall have such other powers and duties as may be prescribed by the By-laws, the Board of Directors, or a duly authorized committee thereof, and shall perform such executive duties as from time to time may be decided upon by the Board of Directors, or a duly authorized committee thereof, of the Company. During the term of employment hereunder, Employee's primary employment location shall be the greater Los Angeles, Orange, and Ventura County areas.
(b) Employee shall devote substantially all his productive time, energy and ability to the proper and efficient conduct of the Company's business during the term of this Agreement. Employee shall not directly or indirectly render any substantial services of a business, commercial, or professional nature to any person or organization, other than the Company, whether for compensation or otherwise, without the prior written consent of the Board of Directors, or a duly authorized committee thereof, of the Company.
Services to be Rendered by Employee. Employee shall be subject to the direction of the Company’s Chief Executive Officer and/or board of directors and his duties shall be those generally vested in the office of President for the corporation and he shall have such other powers and duties as may be reasonably prescribed by the Chief Executive Officer, Board of Directors, or a duly authorized committee thereof. The Employee agrees that he will serve the Company faithfully and to the best of his abilities, devoting substantially all his time, energy and skill to the activities of the Company and the promotion of its interests. Employee shall not serve as an officer or director or similar capacity with any other entity except with the consent of the Company.
Services to be Rendered by Employee. The Company hereby employs, engages and hires Employee in the capacity of Chief Financial Officer, and Employee hereby accepts and agrees to such hiring, engagement and employment. Employee shall have those duties specified on Exhibit A hereto, which is incorporated herein by this reference. In this position, Employee shall report to both the Chief Executive Officer of the Company and the Company’s Audit Committee. Employee will devote his reasonable efforts, energy and skill to the performance of these duties and for the benefit of the Company, and will exercise due diligence and care in the performance of all duties performed for the Company under this Agreement. Employee will devote the time necessary to fulfill Employee’s duties to the Company. However, Employee shall not be required to devote his full time efforts, energy and skill to the performance of these duties, nor will he be required to fulfill these duties solely at the offices of the Company. The Company expressly agrees that Employee will be entitled to seek and engage in other employment and business activities, unless such employment or activities would violate the non-competition covenant in Section 7 or any other provision of this Agreement.
