Employment and Duties. The Company hereby employs the Executive as Senior Managing Director of R&R and a senior executive of Holding on the terms and conditions provided in this Agreement, and the Executive agrees to accept such employment, subject to the terms and conditions of this Agreement. In addition, the Executive serves and shall continue to serve as a member of the Board of each of R&R and Holding. The Executive shall perform the duties and responsibilities as are customary for the Senior Managing Director of an investment bank, and shall perform such other duties and responsibilities as are reasonably determined from time to time by the Board. The Executive shall report to and be supervised by the Board. The Executive shall be based at the Company's offices in New York City, New York or such other place, within a twenty-five (25) mile radius of the Company's offices in New York City on the date of this Agreement, as may be agreed upon by the Executive with the Company, and, except for business travel incident to his employment under this Agreement, the Company agrees the Executive shall not be required to relocate. The Executive agrees to devote substantially all his attention and time during normal business hours to the business and affairs of the Company and to use his reasonable best efforts to perform faithfully and efficiently the duties and responsibilities of his positions and to accomplish the goals and objectives of the Company as may be established by the Board. Notwithstanding the foregoing, the Executive may engage in the following activities (and shall be entitled to retain all economic benefits thereof including fees paid in connection therewith) as long as (x) they do not interfere in any material respect with the performance of the Executive's duties and responsibilities hereunder, and (y) with respect to (A) service on the board of directors of a corporation or other business or (B) any activity described in clause (ii) below, such activity is pre-approved by the Board of Holding: (i) serve on corporate, civic, religious, educational and/or charitable boards or committees, provided that the Executive shall not serve on any board or committee of any corporation or other business which competes with the "Business" (as defined in Section 10(a) below); (ii) deliver lectures, fulfill speaking engagements, or teach on a part-time basis at educational institutions; and (iii) make investments in businesses or enterprises and manage his personal investments; pr...
Employment and Duties. 1.1 Employer agrees to employ Employee, and Employee agrees to be employed by Employer, beginning as of the Effective Date and continuing until the date set forth on Exhibit “A” (the “Term”), subject to the terms and conditions of this Agreement.
1.2 Employee initially shall be employed in the position set forth on Exhibit “A.” Employer may subsequently assign Employee to a different position or modify Employee’s duties and responsibilities; provided however, in the event Employer substantially reduces the duties or responsibilities of Employee, Employee may elect to terminate this Agreement pursuant to Article 3 below. Employee agrees to serve in the assigned position and to perform diligently and to the best of Employee’s abilities the duties and services appertaining to such position as determined by Employer, as well as such additional or different duties and services appropriate to such position which Employee from time to time may be reasonably directed to perform by Employer. Employee shall at all times comply with and be subject to such policies and procedures as Employer may establish from time to time.
1.3 Employee shall, during the period of Employee’s employment by Employer, devote Employee’s full business time, energy, and best efforts to the business and affairs of Employer and its Enterprises or other entities. Employee may not engage, directly or indirectly, in any other business, investment, or activity that interferes with Employee’s performance of Employee’s duties hereunder, is contrary to the interests of Employer, or requires any significant portion of Employee’s business time.
1.4 In connection with Employee’s employment by Employer, Employer shall endeavor to provide Employee access to such information pertaining to the business and services of Employer as is appropriate for Employee’s employment responsibilities. Employer also shall endeavor to provide to Employee the opportunity to develop business relationships with those of Employer’s clients and potential clients that are appropriate for Employee’s employment responsibilities.
1.5 Employee acknowledges and agrees that at all times during the employment relationship Employee owes fiduciary duties to Employer, including but not limited to the fiduciary duties of the highest loyalty, fidelity and allegiance to act at all times in the best interests of the Employer, to make full disclosure to Employer of all information that pertains to Employer’s business and interests, to do no a...
Employment and Duties. (a) The Company hereby agrees to employ Executive for the Term (as hereinafter defined) as its President and Chief Executive Officer. The Executive shall have such management and oversight responsibilities and authority as are necessary to efficiently administer the affairs of the Company and as are customary of a President and Chief Executive Officer. All powers herein granted to the Executive are subject to supervisory approval of the Board, and the Executive may be given such further reasonably related supervisory duties, powers and prerogatives as may be delegated to him from time to time by said Board. The Executive shall report exclusively to the Board and further shall render such advice to the Board as said Board may from time to time request. In addition, during the Term the Company will cause the Executive to be nominated for re-election as a Director of the Company.
(b) During the Term, and excluding any periods of vacation and sick leave to which the Executive is entitled, Executive shall devote substantially all of his business time and efforts to the business and affairs of the Company and, to the extent necessary to discharge the responsibilities assigned to the Executive hereunder, use the Executive’s reasonable best efforts to perform faithfully such responsibilities. Executive is required to work those business hours customarily necessary to perform properly such duties and responsibilities normally associated with the position of President and Chief Executive Officer. In performing such duties hereunder, Executive shall comply with the policies and procedures as adopted from time to time by the Board, shall give the Company the benefit of his special knowledge, skills, contacts and business experience, shall perform his duties and carry out his responsibilities hereunder in a diligent manner. For a transition period to extend no later than May 1, 2007, the Executive may provide advisory services to Beazer Homes USA, Inc. so as to expedite and facilitate his full time transition into the Company with the prior approval of the Board. Such advisory services shall not unreasonably interfere with the services to be rendered by the Executive hereunder.
(c) During the Term, it shall not be a violation of this Agreement for the Executive to (i) with the prior approval of the Board in each case (which approval shall not be unreasonably withheld or delayed), serve on corporate, civic or charitable boards or committees, (ii) with the prior approval...
Employment and Duties. (a) The Company hereby employs the Executive as an executive on the terms and conditions provided in this Agreement, and the Executive agrees to accept such employment subject to the terms and conditions of this Agreement. The Executive shall serve in such executive position with the Company or ORC as shall from time to time be determined by the Board of Directors of the Company (the "Board") or the Chief Executive Officer of ORC, as applicable. The Executive shall have such executive duties and responsibilities as shall from time to time be determined by the Board or the Chief Executive Officer of ORC, as applicable.
(b) The Executive agrees to devote his best efforts and substantially all of his business time, attention, energy and skill to performing his duties hereunder. Provided that such activities shall not violate any provision of this Agreement or the Agreement Not To Compete of even date herewith among the Executive, the Company and ORC (the "Non-Compete Agreement") or materially interfere with the performance of his duties hereunder, nothing herein shall prohibit the Executive (i) from engaging in charitable, civic, fraternal, or trade group activities, (ii) from writing academic, trade or mainstream papers or other publishable books, or (iii) from investing his assets in other entities or business ventures.
(c) Without the Company's or ORC's prior consent, the Executive shall not knowingly obtain goods or services or otherwise deal on behalf of the Company or ORC with any business or entity in which the Executive or a member of his family has a financial interest or from which the Executive or a member of his immediate family may derive a financial benefit as a result of such transaction, except that this prohibition shall not apply to any public company in which the Executive or a member of his family owns less than three percent of the outstanding stock.
Employment and Duties. (a) The Company hereby employs Employee as an Executive Vice President and Chief Operating Officer. As such, Employee shall have responsibilities, duties and authority reasonably accorded to and expected of an Executive Vice President and Chief Operating Officer. Employee hereby accepts this employment upon the terms and conditions herein contained and, subject to paragraph 1(b), agrees to devote his working time, attention and efforts to promote and further the business of the Company.
(b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage except to the extent that such activity (i) does not interfere with Employee's duties and responsibilities hereunder and (ii) does not violate paragraph 9 hereof. The foregoing limitations shall not be construed as prohibiting Employee from (A) serving on the board of directors of other companies or (B) making personal investments in such form or manner as will neither require his services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 9 hereof.
Employment and Duties. (a) The Company hereby employs Executive who will serve as an executive officer of the Company. Executive acknowledges and agrees that the Company is a management company and that, as a part of his duties, he may be requested to serve as an executive officer of (i) the Company’s parent company, G&L Realty Corp, a Maryland corporation (“GLR”), (ii) one or more of GLR’s subsidiaries or affiliates, (iii) G&L Senior Care Properties, LLC, (“Senior Care LLC”), and/or any one or more of Senior Care LLC’s subsidiaries or affiliates (the entities referred to in clauses (i) through (iv) above being referred to as the “Client Entities”), and agrees, if so requested, to serve in such capacities.
(b) Executive shall devote a reasonable amount of his working time and his best efforts to the performance of his duties hereunder and to advance the interests of the Company and such one or more of the Client Entities as the Company may direct. Notwithstanding the above, Executive may spend a reasonable amount of time with respect to charitable and civic activities (including serving on the board of directors of charitable organizations) and, subject to the limitations set forth in Section 8 of this Agreement, may make personal investments or conduct private business affairs if such activities do not interfere with the services required of Executive under this Agreement. It is specifically recognized that Executive is the owner of membership units in Senior Care LLC, of limited partnership interests in G&L Realty Partnership, LP and G&L Senior Care Partnership, LP, and of shares in GLR, and that nothing in this Agreement is intended to prevent or limit Executive from serving on the management committee and/or board of directors of any one or more such entities or from pursuing his own interests as a member, partner and/or stockholder of such entities.
(c) Executive acknowledges and agrees that he is an employee only of the Company and that he is not an employee of any of the Client Entities to which he may provide services as an employee of the Company, and that he will look exclusively to the Company for the payment of any compensation that may be owed to him with respect to any such services.
Employment and Duties. (a) The Company shall employ Executive as President and Chief Investment Officer. Executive shall perform all duties that are consistent with Executive’s position and that may otherwise be assigned to Executive by the Company from time to time. Executive shall report directly to the Chief Executive Officer or any other executive designated by the Board from time to time.
(b) Executive agrees to (i) devote all necessary working time required of Executive’s position; (ii) devote Executive’s best efforts, skill and energies to promote and advance the Business and/or interests of the Company and its Subsidiaries; and (iii) fully perform Executive’s obligations under this Agreement.
(c) During Executive’s employment, Executive shall not render services to any other entity, regardless of whether Executive receives compensation, without the prior written consent of the Company. Executive may, however, (i) engage in community, charitable and educational activities; (ii) manage Executive’s personal investments; and (iii) with the prior written consent of the Board (or a designated committee thereof), serve on corporate boards or committees, provided that such activities do not conflict or interfere with the performance of Executive’s obligations under this Agreement or conflict with the interests of the Company.
(d) Executive agrees to comply with the policies and procedures of the Company as may be adopted and changed from time to time, including those described in the Company’s employee handbook, Code of Business Conduct and Ethics and other policies set forth by the Company from time to time. If this Agreement conflicts with such policies or procedures, this Agreement will control.
(e) As an officer of the Company, Executive owes a duty of care and loyalty to the Company as well as a duty to perform such duties in a manner that is in the best interests of the Company.
Employment and Duties. The Company hereby employs Employee as Vice President - and Controller of the Company on the terms and subject to the conditions contained in this Agreement. Employee shall be responsible for managing the Company's day-to-day accounting operations. Employee hereby accepts such employment and agrees to perform in good faith and to the best of Employee's ability all services which may be required of Employee hereunder, to do what is asked of him, and to be available to render services at all times and places in accordance with such directions, requests, rules and regulations made by the Company in connection with Employee's employment. Employee hereby acknowledges and understands the duties and services that are expected of him hereunder, and he hereby represents that he has the experience and knowledge to perform such duties and services. Employee shall, during the term hereof, devote Employee's full time and energy to performing his duties. Employee shall report to the Vice President and Chief Financial Officer of the Company, or such other executive officer as may be designated by the Company. Employee shall be based at the Company's corporate offices. Employee understands, however, that Employee may be required to travel within and out of the State of California to discharge his duties hereunder.
Employment and Duties. (a) TSI hereby employs Employee as a Vice President of Development of TSI. As such, Employee shall have responsibilities, duties and authority reasonably accorded to and expected of a Vice President of Development of TSI and will report directly to the Chief Executive Officer of TSI or such other representative as he shall designate. Employee acknowledges that TSI is a start-up company and that Employee's responsibilities may extend beyond the traditional responsibilities of a Vice President of Development. Employee hereby accepts this employment upon the terms and conditions herein contained and, subject to paragraph 1(c) hereof, agrees to devote Employee's full business time, attention and efforts to promote and further the business of TSI.
(b) Employee shall faithfully adhere to, execute and fulfill all policies established by the Board of Directors of TSI (the "Board").
(c) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes with Employee's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Employee from making personal investments in such form or manner as will neither require Employee's services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 4 hereof.
Employment and Duties. (a) The Company hereby employs Employee as a Division President, with the makeup of such divisions as determined by the Company from time to time. As such, Employee shall have responsibilities, duties and authority reasonably accorded to and expected of a Division President and will report directly to the Company's Chief Executive Officer or such other officer designated by the Company. Employee hereby accepts this employment upon the terms and conditions herein contained and, subject to Section 1(b), agrees to devote his working time, attention and efforts to promote and further the business of the Company.
(b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage except to the extent that such activity (i) does not interfere with Employee's duties and responsibilities hereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Employee from (A) serving on the boards of directors of other companies, provided that the Company is notified of, and consents to, such potential directorship prior to acceptance, the Company and Employee concur that acting as such a director is not likely to create an actual or apparent conflict of interest and so long as no actual or apparent conflict of interest arises that is not promptly cured or (B) making personal investments in such form or manner as will neither require his services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of Section 3 hereof.
