THE APPOINTMENT. 2.1 The HDA hereby appoints the Service Provider to render the Services more fully described in Annexure "A".
2.2 The Service Provider is appointed as an Independent Service Provider and not as an agent, employer, employee or partner of the HDA. The Service Provider has no authority to hold itself out to be the agent, employer, employee, or partner of the HDA and/or to commit the HDA to any contract or obligation of any nature whatsoever.
2.3 Save as provided for herein, neither party shall be entitled to bind the other party to any obligation of any nature whatsoever or to incur any liability on behalf of the other party, whether in contract or otherwise.
THE APPOINTMENT. The Company hereby appoints Director, and Director hereby agrees to be appointed by the Company, as a member of the Company's Board of Directors (the "BOARD"). In serving as a member of the Board, Director acknowledges and agrees that during the term hereof acting as a member of the Board, Director shall be bound by all applicable laws and regulations and the Company's Articles of Incorporation, By-laws or other governing instruments or contractual commitments of the Company which govern or control in any way Director's rights, powers, duties or responsibilities as a member of the Board. Director will exercise care and diligence in exercising Director's position as a member of the Board and as a director of the Company. Director shall not take any action which reasonably would or could result in a conflict with, or prejudice to, the interests of the Company.
THE APPOINTMENT. 2.1 Subject to the terms of this agreement, the Company shall employ the Executive and the Executive shall serve as Group CEO & Managing Director and as an executive director on the Board of the Company or in such other capacity as the Board may from time to time determine which is acceptable to the Executive.
THE APPOINTMENT. 2.1 The parties agree to the appointment of the Mediator on the terms of this Agreement.
2.2 The parties acknowledge that the Mediator is independent and neutral and does not give legal advice.
2.3 The parties also understand that the role of the Mediator is to facilitate settlement of the dispute by negotiation and agreement where it is possible, and that the Mediator will not adjudicate or decide the dispute.
2.4 Save in the case of gross error or misconduct, the parties agree that they will respect the neutrality of the Mediator and any professional body to which the Mediator may belong, and not bring any claim, demands or proceedings against the Mediator.
2.5 Any notes of the Mediator are confidential to the Mediator and shall not be available to the parties at any time, nor subject to subpoena for production as evidence in any court, tribunal or other judicial hearing or proceeding.
2.6 The Mediator confirms and warrants that he is fully trained or accredited in the field of ADR work in which he himself out, undertakes to comply with all relevant professional standards in respect of mediators, and undertakes at all times to have suitable and sufficient professional indemnity cover in place and to provide a copy of the certificate upon request.
THE APPOINTMENT. 2.1 The parties agree to the appointment of the Mediator on the terms of this Agreement.
2.2 The parties acknowledge that the mediator is independent, neutral and that the Mediator does not give legal advice.
2.3 The parties also understand that the role of the Mediator is to facilitate settlement of the dispute by negotiation and agreement where possible, and that the Mediator will not adjudicate the dispute.
2.4 Save in the case of gross error or misconduct, the parties agree that they will respect the neutrality of the Mediator and any professional body to which the Mediator may belong, and not bring any claim, demands or proceedings against the Mediator.
2.5 Further, the parties agree and acknowledge that Secure Mediation shall not be liable for any alleged or actual loss or damage arising out of the appointment of the Mediator or the conduct of the mediation, whether in contract or tort, and agree that they will not bring any claim, demands or proceedings against Secure Mediation.
2.6 All notes of the Mediator are confidential to the Mediator and shall not be available to the parties at any time, nor subject to subpoena for production as evidence an any court, tribunal or other judicial hearing or proceeding.
2.7 The parties and the Mediator acknowledge that Secure Mediation is the sole agent of the mediator for the purpose of this mediation and that all fees due in accordance with this Agreement shall be paid direct to Secure Mediation.
2.8 The Mediator hereby agrees that Secure Mediation shall be under no liability to the Mediator in respect of any fees unpaid by the parties.
2.9 The Mediator confirms and warrants that he is fully trained or accredited in the field of ADR work in which he or she holds himself out, undertakes to comply with all relevant professional standards in respect of mediators, and undertakes at all times to have suitable and sufficient professional indemnity cover in place and to provide a copy of the certificate to Secure Mediation upon request.
THE APPOINTMENT. 1.1 You are employed by us as Chief Executive of Xxxxx & Nephew UK Limited. For statutory purposes, You have been continuously employed by us since May 1 2002.
1.2 As part of your employment duties, You will also be appointed to the position of Chief Executive of Xxxxx & Nephew plc. Your continuing appointment in accordance with all other main board appointments of Xxxxx & Nephew plc, is at the will of the parties, and is subject to the articles of association of Xxxxx & Nephew plc. For the avoidance of any doubt, the provisions of Section 6 of this Agreement (in relation to Termination of Employment) will apply to your main board appointment.
1.3 You must comply with all of our rules, regulations, policies and procedures.
1.4 You must carry out all the assigned duties and functions consistent with your role; exercise all the powers and comply with all our instructions in connection with the business that we reasonably require. You must use your reasonable endeavours to promote our interests.
1.5 You must devote the whole of your working time and attention to the duties assigned to You and You must well and faithfully serve the Company and the Group, except as agreed by the board of Xxxxx & Nephew plc.
1.6 If we ask You for any information or explanations about your employment or our business or affairs, You must give it to us as soon as reasonably practicable (in writing if required).
1.7 You must comply with any restrictions that we may properly impose on You or other directors. In particular, You must not without our written consent:
(a) Incur any capital expenditure or liability on our behalf in excess of the authorisation limits that have been set for You; and
(b) Enter into any contract or obligation on our behalf that is outside the normal course of our business or your duties or is of an unusual, onerous or long-term nature.
1.8 If we ask, You will accept any directorship, trusteeship or other position of responsibility in the Group that we may reasonably require which is generally consistent with your role.
THE APPOINTMENT. 1.1 Subject to the terms hereof, the Company hereby appoints Capital, and Capital hereby agrees to be appointed by the Company as a consultant, commencing on the Commencement Date, to perform the Services to the Company. In rendering the Services hereunder, Capital shall be deemed to be, and it is, an independent contractor, and neither this Agreement nor the performance of any of the terms hereof will or will be deemed to constitute or create any other relationship between the Company and Capital or any person providing the Services on its behalf.
THE APPOINTMENT. 2.1 Subject to clause 2.2, the Executive agrees to act as Executive Vice President and Managing Director – International or in such other capacity as the Board may from time to time direct. The Executive accepts that the Company may at its discretion require him to perform different or additional tasks not specifically within the scope of his duties whether for the Company or any Group Company and the Executive agrees to perform those duties or undertake those tasks as if they were specifically provided for under this agreement.
2.2 This employment is conditional on the Executive producing upon request any documentation requested by the Company for the purposes of establishing his right to work in the UK. If the Executive fails to provide this documentation within a reasonable period of time (if requested by the Company) the Company may terminate the Executive's employment without notice.
2.3 The Executive acknowledges and warrants as follows:
(a) that by entering into this agreement and fulfilling his obligations under it, he is not in breach of any obligation to any third party; and
(b) that he will not bring or use in the course of his employment with the Company any trade secrets or confidential information belonging to him previous employers or to any third party without their prior written consent.
THE APPOINTMENT. 1.1 Subject to the terms hereof, the Company hereby appoints the CONSULTANT, and the CONSULTANT hereby agrees to be appointed by the Company as a CONSULTANT to the Company in connection with the Services to be provided by the CONSULTANT pursuant to Section 2 hereof. In rendering the Services hereunder, the CONSULTANT shall be deemed to be, and he is, an independent contractor, and neither this Agreement nor the performance of any of the terms hereof will or will be deemed to constitute or create any other relationship between the Company and the CONSULTANT.
1.2 Without derogating from any other provision herein, the CONSULTANT acknowledges and agrees that during the term hereof (a) the Company is free at all times to appoint other consultants, or to use its own employees, in connection with any of the services to be provided by the CONSULTANT pursuant to Section 2 hereof, and (b) the CONSULTANT will exercise reasonable care and diligence to prevent, and will not take, any action or condition which could result in a conflict with, or prejudicial to, the interests of the Company.
THE APPOINTMENT. 2.1 Subject to the terms of this agreement, the Company shall employ the Executive and the Executive shall serve as President North America & Group Chief Financial Officer or in such other capacity as the Board may from time to time determine which is acceptable to the Executive.
