Common use of Contract for Services Clause in Contracts

Contract for Services. 1.01 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereof, the Corporation hereby agrees to the services of the Employee on a full-time basis to provide services to the Corporation and its affiliates in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Officer of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be subject to the power, direction and control of the board of directors of the Corporation. 1.03 Without limiting the generality of section 1.02 hereof, the Employee’s services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President and Chief Operating Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors of the Corporation; (b) the Employee shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation are maintained; (c) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or the Chairman of the Corporation from time to time or such other person as may from time to time be designated by the Chairman of the Corporation; (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee will, when it is deemed by the Corporation to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewith. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee agrees to devote his full time and attention and use his best efforts to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting. 1.05 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee hereunder are of such a nature that regular business hours may be impossible and that the Employee be required to perform services in excess of eight hours per day or five days per week. It is also anticipated that there will be certain evenings, Sundays and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory nature. The Employee therefore agrees that the consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee releases the Corporation from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 The services to be carried out and performed by the Employee shall be initially carried out and performed in the town of ▇▇▇▇▇▇, in the State of Colorado or such other places as may be mutually agreed between the Employee and the Corporation, provided that the Employee is in the Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (Zi Corp)

Contract for Services. 1.01 Subject to the earlier prior termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation hereby agrees to contract for and retain the services of the Employee on a full-time basis Consultant (hereafter the "Consulting Services") which Consulting Services are to provide services to the Corporation and its affiliates be provided in accordance with the terms and provisions hereof. 1.02 Except The Consultant covenants and agrees with the Corporation that it shall, for the duration of this Agreement provide an individual having satisfactory professional qualifications and working credentials (the "Named Representative") to perform the Consulting Services. Where the context so requires, any reference to the performance of the Consulting Services shall imply that the Name Representative shall perform such services on the Consultant's behalf. The Consultant appoints ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ as hereinafter provided, the Employee Named Representative under this agreement. The Consultant may not change the Named Representative without the express consent of the Corporation. The Corporation shall not be responsible or liable for the payment of any compensation (except as specifically set out herein) to the Named Representative. 1.03 The Consultant shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Officer Drilling Manager of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be subject to the power, direction and control of the board of directors of the CorporationCorporation (the "Board") or the Operating Committee of the Corporation (the "Operating Committee"). 1.04 Notwithstanding Article 1.03 Without limiting the generality of section 1.02 hereof, the Employee’s Consulting Services shall include the services hereunder set forth below, and which Consulting Services shall be provided on the basis of the following terms and conditions: (a) the Employee’s title Consultant shall control, supervise, manage and direct the operations of the Corporation, as they relate to the planning, drilling, testing and completion of oil and gas ▇▇▇▇▇. The duties of the Consultant shall include the following: (1) assist in all well planning and implementation activities being performed by the Corporation; (2) manage, oversee and where applicable, co-ordinate and control well construction and related services being provided in respect of ▇▇▇▇▇ to be drilled by or on behalf of the Corporation; (3) preparation of all well AFE's including the tracking of such AFE's during drilling, testing and completion operations; (4) subject to the prior approval of the Operating Committee, procurement of equipment and services as reasonably required for the first three months shall drilling and testing of ▇▇▇▇▇; (5) management, supervision and reporting to Operating Committee of day to day operations respecting the drilling and testing of each well; (6) collection and archiving of all data and other information obtained from each well during drilling and testing operations; (7) provision of regular drilling and other related reports to the Operating Committee on a daily basis during drilling and testing operations or at such other times as may be President requested by the Operating Committee; (8) liaise and Chief Operating Officer provide assistance to other employees/consultants of the Corporation reporting as required or directed by the Operating Committee. (b) in addition to the Chief Executive Officer duties set forth above, the Consultant shall assume, obey, implement and execute such duties, directions, responsibilities, procedures, policies and lawful orders as may be determined or given by the Board or Operating Committee from time to time and report results of the Corporation or such other person same as may from time to time be designated determined by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors of the CorporationBoard or Operating Committee; (bc) the Employee Consultant shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that are in the best interests of the Corporation are maintained; (c) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or the Chairman of the Corporation from time to time or such other person as may from time to time be designated by the Chairman of the Corporation; (d) the Employee Named Representative's title shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; andDrilling Manager; (e) the Employee Consultant will, when it is deemed by subject to the Corporation prior approval of the Board or Operating Committee, arrange for the Named Representative to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, Corporation. 1.05 The Consultant agrees that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewith. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee agrees Named Represenative will be required to devote the whole of his full time and time, attention and use his best efforts to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of any and all other employment, business opportunities, consulting, investment . Nothing herein shall prohibit the Consultant or contractingthe Named Representative from being a shareholder in any corporation whose common shares are traded publicly on a stock exchange. The Named Representative shall not be entitled to be a director for any other company without the prior consent of the Corporation. 1.05 It is acknowledged 1.06 The Consultant acknowledges and agreed between the parties hereto agrees that the services to be provided by the Employee hereunder Consulting Services are of such a nature that regular business hours may be impossible impossible. The Consultant understands that it and that the Employee Named Representative may be required to perform services provide the Consulting Services in excess of eight (8) hours per day or five days (5) per week. It is also anticipated that there will be certain , and on evenings, Sundays weekends and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureholidays. The Employee therefore Consultant agrees that the consideration herein set forth shall be in full and complete satisfaction for his work and services the Consulting Services to be provided hereunder, no matter when and how performed and the Employee Consultant releases the Corporation from any additional obligation for pay or other compensation, whatsoever which he it might have by reason of any existing or future legislation or otherwise. 1.06 1.07 The services to Consulting Services shall be carried out and performed by the Employee shall be initially carried out and performed in the town of ▇▇▇▇▇▇Calgary, in the State of Colorado Alberta or such other places as may be mutually agreed upon between the Employee Consultant and the Corporation, provided that the Employee is in the Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Consulting Services Agreement (Abacan Resource Corp)

Contract for Services. 1.01 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation hereby agrees to contract for and engage the services of the Employee on a full-time basis to provide services to as the President and Chief Executive Officer of the Corporation and its affiliates (hereafter the "Employment Services") details of which are described herein all in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the The Employee shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Executive Officer of the Corporation, Corporation with the full power and authority to supervise control, supervise, manage and manage direct the day to day business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be , all subject to the power, direction and control of the board of directors of the CorporationCorporation (the "Board"). 1.03 Without limiting the generality of section Notwithstanding Clause 1.02 hereof, the Employee’s Employment Services shall include the services hereunder set forth below, and which services shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for Employee shall control, supervise, manage and direct all of the first three months business affairs of the Corporation; (b) in addition to the duties set forth above, the Employee shall assume, obey, implement and execute such duties, directions, responsibilities, procedures, policies and lawful orders as may be President and Chief Operating Officer determined or given by the Board of the Corporation reporting from time to the Chief Executive Officer time and report results of the Corporation or such other person same as may from time to time be designated determined by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors Board of the Corporation; (bc) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; (d) the Employee shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation are maintained; (ce) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or the Chairman of Employee's title with the Corporation from time to time or such other person as may from time to time shall be designated by the Chairman of the CorporationPresident and Chief Executive Officer; (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (ef) the Employee will, when it is deemed by subject to the Corporation to be beneficialprior approval of the Board, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewithCorporation. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the The Employee agrees to devote all or substantially all of his full time and time, attention and use his best efforts necessary to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of any and all other employment, business opportunities, consulting, investment or contractingemployment except as may specifically be approved by the directors of the Corporation. Nothing herein shall prohibit the Employee from being a shareholder in any corporation whose common shares are traded publicly on a stock exchange. 1.05 It is acknowledged The Employee acknowledges and agreed between the parties hereto agrees that the services to be provided by the Employee hereunder Employment Services are of such a nature that regular business hours may be impossible and impossible. The Employee understands that the Employee he may be required to perform provide the employment services in excess of eight (8) hours per day or five days (5) per week. It is also anticipated that there will be certain week and on evenings, Sundays weekends and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureholidays. The Employee therefore agrees that the consideration herein to be paid or which is granted to the Employee as set forth herein shall be in full and complete satisfaction for his work and services Employment Services to be provided hereunder, no matter when and how performed and the Employee releases the Corporation from any additional obligation for pay or other compensation, whatsoever which he it might have by reason of any existing or future legislation or otherwise. 1.06 The services Employment Services to be carried out and performed by the Employee shall be initially carried out and performed in the town of ▇▇▇▇▇▇Houston, in the State of Colorado Texas, or such other places as may be mutually agreed between the Employee and the Corporation, provided that the Employee is in the Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Services Agreement (Abacan Resource Corp)

Contract for Services. 1.01 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereof, the Corporation hereby agrees to the services of the Employee on a full-time basis to provide services to the Corporation and its affiliates in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Officer of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be subject to the power, direction and control of the board of directors of the Corporation. 1.03 Without limiting the generality of section 1.02 hereof, the Employee’s 's services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s 's title for the first three months shall be President and Chief Operating Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s 's title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors of the Corporation; (b) the Employee shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation are maintained; (c) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or the Chairman of the Corporation from time to time or such other person as may from time to time be designated by the Chairman Chief Executive Officer of the Corporation; (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee will, when it is deemed by the Corporation to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewith. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee agrees to devote his full time and attention and use his best efforts to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting. 1.05 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee hereunder are of such a nature that regular business hours may be impossible and that the Employee be required to perform services in excess of eight hours per day or five days per week. It is also anticipated that there will be certain evenings, Sundays and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory nature. The Employee therefore agrees that the consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee releases the Corporation from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 The services to be carried out and performed by the Employee shall be initially carried out and performed in the town of ▇▇▇▇▇▇, in the State of Colorado or such other places as may be mutually agreed between the Employee and the Corporation, provided that the Employee is in the Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (Zi Corp)

Contract for Services. 1.01 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation hereby agrees to the services of the Employee on a full-time basis to provide services to the Corporation and its affiliates in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee shall be responsible for and shall have such authority as is ordinarily consistent with the position of President Senior Vice President, Global Sales and Chief Operating Officer of the CorporationMarketing, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors President & Chief Executive Officer may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be subject to the power, direction and control of the board of directors of the Corporation. 1.03 Without limiting the generality of section 1.02 hereof, the Employee’s services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President Senior Vice President, Global Sales and Chief Operating Officer of the Corporation Marketing reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and & Chief Executive Officer, reporting to the Chairman of the board and board of directors of the Corporation;. (b) the Employee shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation are maintained; (c) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or the Chairman of the Corporation from time to time or such other person as may from time to time be designated by the Chairman Chief Executive Officer of the Corporation; (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee will, when it is deemed by the Corporation to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewith. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee agrees to devote his full time and attention and use his best efforts to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting. 1.05 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee hereunder are of such a nature that regular business hours may be impossible and that the Employee be required to perform services in excess of eight hours per day or five days per week. It is also anticipated that there will be certain evenings, Sundays and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory nature. The Employee therefore agrees that the consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee releases the Corporation from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 The services to be carried out and performed by the Employee shall be initially carried out and performed in the town city of ▇▇▇▇▇▇Plano, in the State of Colorado Texas or such other places as may be mutually agreed between the Employee and the Corporation, provided . In view of the fact that the Corporation is the U.S. affiliate of the parent, Zi Corporation, an Alberta company, Employee is shall attend in the Calgary office a minimum corporate head office, currently located in Calgary, Alberta, from time to time as required for the purposes of twice per monthattending internal meetings. Employee shall be required to comply with all applicable immigration requirements and Corporation shall provide reasonable assistance as necessary. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (Zi Corp)

Contract for Services. 1.01 1.1 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation CORPORATION hereby agrees to employ the services of the Employee on a full-time basis to provide services to the Corporation and its affiliates EMPLOYEE as Chief Financial Officer in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee 1.2 The EMPLOYEE shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Financial Officer (CFO) of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be CORPORATION all subject to the power, direction and control of the board Chief Executive Officer and President and Board of directors Directors of the CorporationCORPORATION. 1.03 Without limiting the generality of section 1.02 1.3 Notwithstanding Section 1.2 hereof, the Employee’s EMPLOYEE’S services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s The EMPLOYEE’S title for the first three months shall be President and Chief Operating Financial Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors of the CorporationCORPORATION; (b) the Employee EMPLOYEE shall faithfully, honestly and diligently serve the Corporation CORPORATION and cooperate with the Corporation CORPORATION and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the CorporationCORPORATION, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation CORPORATION are maintained; (c) the Employee EMPLOYEE shall assume, obey, implement and execute such duties, directions directions, responsibilities, procedures, policies and lawful orders as may be determined or given by the board Chief Executive Officer (CEO) and Board of directors or the Chairman Directors of the Corporation CORPORATION from time to time or such other person and report results of same as may from time to time be designated determined by the Chairman Board of Directors of the Corporation;CORPORATION, (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee EMPLOYEE will, when it is deemed by the Corporation CORPORATION to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation providedCORPORATION; and (e) the EMPLOYEE shall have the authority to make the usual contracts necessary to carry on the business of the CORPORATION in the ordinary course, however, that upon approval by the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewithChief Executive Officer (CEO). 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee 1.4 The EMPLOYEE agrees to devote the whole of his full time and time, attention and use his best efforts to further the business and interests of the Corporation and Affiliates CORPORATION during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting. 1.05 1.5 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee EMPLOYEE hereunder are of such a nature that regular business hours may be impossible and that the Employee EMPLOYEE may be required to perform services in excess of eight (8) hours per day or five (5) days per week. It is also anticipated that there will be certain evenings, Sundays weekends and holidays during which the Employee EMPLOYEE may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureservices. The Employee EMPLOYEE therefore agrees that the consideration herein set forth shall be in full and complete consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee EMPLOYEE releases the Corporation CORPORATION from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 1.6 The services to be carried out and performed by the Employee EMPLOYEE shall be initially carried out and performed in the town City of ▇▇▇▇▇▇, Calgary in the State Province of Colorado Alberta, or such other places as may be mutually agreed between the Employee EMPLOYEE and the Corporation, provided CORPORATION. It is understood that the Employee is in the a reasonable amount of business travel outside of Calgary office a minimum of twice per monthmay be required. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (XORTX Therapeutics Inc.)

Contract for Services. 1.01 ​ 1.1 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation CORPORATION hereby agrees to employ the services of the Employee on a full-time basis to provide services to the Corporation EMPLOYEE as President and its affiliates Chief Executive Officer in accordance with the terms and provisions hereof.. ​ 1.02 Except as hereinafter provided, the Employee 1.2 The EMPLOYEE shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Officer CEO of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be CORPORATION all subject to the power, direction and control of the board Board of directors Directors of the CorporationCORPORATION. 1.03 Without limiting the generality of section 1.02 1.3 Notwithstanding Section 1.2 hereof, the Employee’s EMPLOYEE’S services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President and Chief Operating Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s The EMPLOYEE’S title shall be President and Chief Executive Officer, reporting to the Chairman Officer of the board and board of directors of the Corporation;CORPORATION; ​ (b) the Employee EMPLOYEE shall faithfully, honestly and diligently serve the Corporation CORPORATION and cooperate with the Corporation CORPORATION and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the CorporationCORPORATION, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ​ ​ 1 | Page ​ ought to know to be necessary to ensure that the best interests of the Corporation CORPORATION are maintained;: ​ (c) the Employee EMPLOYEE shall assume, obey, implement and execute such duties, directions directions, responsibilities, procedures, policies and lawful orders as may be determined or given by the board Board of directors or the Chairman Directors of the Corporation CORPORATION from time to time or such other person and report results of same as may from time to time be designated determined by the Chairman Board of Directors of the Corporation;CORPORATION. (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee EMPLOYEE will, when it is deemed by the Corporation CORPORATION to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that CORPORATION: and ​ (e) the Corporation EMPLOYEE shall reimburse have the Employee for all reasonable expenses incurred authority to make the usual contracts necessary to carry on the business of the CORPORATION in connection therewiththe ordinary course. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee 1.4 The EMPLOYEE agrees to devote the whole of his full time and time, attention and use his best efforts to further the business and interests of the Corporation and Affiliates CORPORATION during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting.. Except in the case where the EMPLOYEE is permitted to be a director and specifically a director of My Path Metbolix Inc. 1.05 1.5 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee EMPLOYEE hereunder are of such a nature that regular business hours may be impossible and that the Employee EMPLOYEE may be required to perform services in excess of eight (8) hours per day or five (5) days per week. It is also anticipated that there will be certain evenings, Sundays weekends and holidays during which the Employee EMPLOYEE may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureservices. The Employee EMPLOYEE therefore agrees that the consideration herein set forth shall be in full and complete consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee EMPLOYEE releases the Corporation CORPORATION from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 1.6 The services to be carried out and performed by the Employee EMPLOYEE shall be initially carried out and performed in the town City of ▇▇▇▇▇▇, Calgary in the State Province of Colorado Alberta, or such other places as may be mutually agreed between the Employee EMPLOYEE and the Corporation, provided CORPORATION. It is understood that the Employee is in the a reasonable amount of business travel outside of Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.may be required. ​

Appears in 1 contract

Sources: Employment Agreement (XORTX Therapeutics Inc.)

Contract for Services. 1.01 1.1 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation CORPORATION hereby agrees to employ the services of the Employee on a full-time basis to provide services to the Corporation EMPLOYEE as President and its affiliates Chief Executive Officer in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee 1.2 The EMPLOYEE shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Executive Officer of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be CORPORATION all subject to the power, direction and control of the board Board of directors Directors of the CorporationCORPORATION. 1.03 Without limiting the generality of section 1.02 1.3 Notwithstanding Section 1.2 hereof, the Employee’s EMPLOYEE'S services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President and Chief Operating Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s The EMPLOYEE'S title shall be President and Chief Executive Officer, reporting to the Chairman Officer of the board and board of directors of the CorporationCORPORATION; (b) the Employee EMPLOYEE shall faithfully, honestly and diligently serve the Corporation CORPORATION and cooperate with the Corporation CORPORATION and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the CorporationCORPORATION, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation CORPORATION are maintained; (c) the Employee EMPLOYEE shall assume, obey, implement and execute such duties, directions directions, responsibilities, procedures, policies and lawful orders as may be determined or given by the board Board of directors or the Chairman Directors of the Corporation CORPORATION from time to time or such other person and report results of same as may from time to time be designated determined by the Chairman Board of Directors of the Corporation;CORPORATION, (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee EMPLOYEE will, when it is deemed by the Corporation CORPORATION to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that CORPORATION; and (e) the Corporation EMPLOYEE shall reimburse have the Employee for all reasonable expenses incurred authority to make the usual contracts necessary to carry on the business of the CORPORATION in connection therewiththe ordinary course. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee 1.4 The EMPLOYEE agrees to devote the whole of his full time and time, attention and use his best efforts to further the business and interests of the Corporation and Affiliates CORPORATION during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting.. Except in the case where the EMPLOYEE is permitted to be a director and specifically a director of My Path Metabolix Inc. 1.05 1.5 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee EMPLOYEE hereunder are of such a nature that regular business hours may be impossible and that the Employee EMPLOYEE may be required to perform services in excess of eight (8) hours per day or five (5) days per week. It is also anticipated that there will be certain evenings, Sundays weekends and holidays during which the Employee EMPLOYEE may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureservices. The Employee EMPLOYEE therefore agrees that the consideration herein set forth shall be in full and complete consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee EMPLOYEE releases the Corporation CORPORATION from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 1.6 The services to be carried out and performed by the Employee EMPLOYEE shall be initially carried out and performed in the town City of ▇▇▇▇▇▇, Calgary in the State Province of Colorado Alberta, or such other places as may be mutually agreed between the Employee EMPLOYEE and the Corporation, provided CORPORATION. It is understood that the Employee is in the a reasonable amount of business travel outside of Calgary office a minimum of twice per monthmay be required. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (XORTX Therapeutics Inc.)

Contract for Services. 1.01 1.1 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereofprovided, the Corporation CORPORATION hereby agrees to employ the services of the Employee on a full-time basis to provide services to the Corporation EMPLOYEE as President and its affiliates Chief Executive Officer in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the Employee 1.2 The EMPLOYEE shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Executive Officer of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be CORPORATION all subject to the power, direction and control of the board Board of directors Directors of the CorporationCORPORATION. 1.03 Without limiting the generality of section 1.02 1.3 Notwithstanding Section 1.2 hereof, the Employee’s EMPLOYEE’S services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President and Chief Operating Officer of the Corporation reporting to the Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s The EMPLOYEE’S title shall be President and Chief Executive Officer, reporting to the Chairman Officer of the board and board of directors of the CorporationCORPORATION; (b) the Employee EMPLOYEE shall faithfully, honestly and diligently serve the Corporation CORPORATION and cooperate with the Corporation CORPORATION and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the CorporationCORPORATION, acting reasonably, and shall to provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation CORPORATION are maintained; (c) the Employee EMPLOYEE shall assume, obey, implement and execute such duties, directions directions, responsibilities, procedures, policies and lawful orders as may be determined or given by the board Board of directors or the Chairman Directors of the Corporation CORPORATION from time to time or such other person and report results of same as may from time to time be designated determined by the Chairman Board of Directors of the Corporation;CORPORATION, (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee EMPLOYEE will, when it is deemed by the Corporation CORPORATION to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that CORPORATION; and (e) the Corporation EMPLOYEE shall reimburse have the Employee for all reasonable expenses incurred authority to make the usual contracts necessary to carry on the business of the CORPORATION in connection therewiththe ordinary course. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A the Employee 1.4 The EMPLOYEE agrees to devote the whole of his full time and time, attention and use his best efforts to further the business and interests of the Corporation and Affiliates CORPORATION during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting.. Except in the case where the EMPLOYEE is permitted to be a director and specifically a director of My Path Metbolix Inc. 1.05 1.5 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee EMPLOYEE hereunder are of such a nature that regular business hours may be impossible and that the Employee EMPLOYEE may be required to perform services in excess of eight (8) hours per day or five (5) days per week. It is also anticipated that there will be certain evenings, Sundays weekends and holidays during which the Employee EMPLOYEE may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory natureservices. The Employee EMPLOYEE therefore agrees that the consideration herein set forth shall be in full and complete consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee EMPLOYEE releases the Corporation CORPORATION from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 1.6 The services to be carried out and performed by the Employee EMPLOYEE shall be initially carried out and performed in the town City of ▇▇▇▇▇▇, Calgary in the State Province of Colorado Alberta, or such other places as may be mutually agreed between the Employee EMPLOYEE and the Corporation, provided CORPORATION. It is understood that the Employee is in the a reasonable amount of business travel outside of Calgary office a minimum of twice per monthmay be required. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (XORTX Therapeutics Inc.)

Contract for Services. 1.01 Subject to the earlier termination of this Agreement as hereinafter provided and subject to the condition precedent set forth in paragraph 2.02 hereof, the Corporation hereby agrees to the services of the Employee on a full-time basis to provide services to the Corporation and its affiliates in accordance with the terms and provisions hereof. 1.02 Except as hereinafter provided, the The Employee shall be responsible for and shall have such authority as is ordinarily consistent with the position of President and Chief Operating Financial Officer of the Corporation, with full power and authority to supervise and manage the business and affairs of the Corporation and such other matters as the directors may authorize from time to time except such matters and duties as by law must be transacted or performed by the board of directors and/or the shareholders of the Corporation. All such authority of the Employee shall be subject to the power, direction and control of the board of directors of the Corporation. 1.03 Without limiting the generality of section 1.02 hereof, the Employee’s services hereunder shall be provided on the basis of the following terms and conditions: (a) the Employee’s title for the first three months shall be President and Chief Operating Financial Officer of the Corporation reporting to the Chairman and Chief Executive Officer of the Corporation or such other person as may from time to time be designated by the Chief Executive Officer of the Corporation; Pursuant to the completion of a three month probationary period, the Employee’s title shall be President and Chief Executive Officer, reporting to the Chairman of the board and board of directors of the Corporation; (b) the Employee shall faithfully, honestly and diligently serve the Corporation and cooperate with the Corporation and utilize maximum professional skill and care to ensure that all services rendered hereunder are to the satisfaction of the Corporation, acting reasonably, and shall provide any other services not specifically mentioned herein, but which by reason of his capability he knows or ought to know to be necessary to ensure that the best interests of the Corporation are maintained; (c) the Employee shall assume, obey, implement and execute such duties, directions responsibilities, procedures, policies and lawful orders as may be determined or given by the board of directors or and/or the Chairman of the Corporation from time to time or such other person as may from time to time be designated by the Chairman Chief Executive Officer of the Corporation; (d) the Employee shall perform such duties and may exercise such powers as may from time to time be assigned to or vested in him by the by-laws of the Corporation; and (e) the Employee will, when it is deemed by the Corporation to be beneficial, join in or participate with organizations, clubs, associations or groups that may provide good business contacts and learning facilities for the benefit of the Corporation provided, however, that the Corporation shall reimburse the Employee for all reasonable expenses incurred in connection therewith. 1.04 Subject to the terms of the Confidentiality and Non-Competition Agreement appended hereto as Schedule A Appendix A, the Employee agrees to devote his full time and attention and use his best efforts to further the business and interests of the Corporation and Affiliates during the period of this Agreement to the exclusion of all other employment, business opportunities, consulting, investment or contracting. 1.05 It is acknowledged and agreed between the parties hereto that the services to be provided by the Employee hereunder are of such a nature that regular business hours may be impossible and that the Employee may be required to perform services in excess of eight hours per day or five days per week. It is also anticipated that there will be certain evenings, Sundays and holidays during which the Employee may be required to provide services and that the services to be provided by the Employee are, inter alia, of a supervisory nature. The Employee therefore agrees that the consideration herein set forth shall be in full and complete satisfaction for his work and services to be provided hereunder, no matter when and how performed and the Employee releases the Corporation from any additional pay or compensation, whatsoever which he might have by reason of any existing or future legislation or otherwise. 1.06 The services to be carried out and performed by the Employee shall be initially carried out and performed in the town City of ▇▇▇▇▇▇Calgary, in the State of Colorado or such other places as may be mutually agreed between the Employee and the Corporation, provided that the Employee is in the Calgary office a minimum of twice per month. 1.07 The Corporation acknowledges that it has reviewed the qualifications and experience of the Employee herein and formed the opinion that the Employee is capable of carrying out the duties as set forth herein.

Appears in 1 contract

Sources: Employment Agreement (Zi Corp)