Employment of Employee (a) Except as provided in Sections 2(b), 2(c) and 2(d), nothing in this Agreement shall affect any right which Employee may otherwise have to terminate Employee's employment, nor shall anything in this Agreement affect any right which the Company may have to terminate Employee's employment at any time in any lawful manner.
(b) In the event of a Potential Change in Control, to be entitled to receive the benefits provided by this Agreement, Employee will not voluntarily leave the employ of the Company, and will continue to perform Employee's regular duties and the services specified in the recitals of this Agreement until the Change in Control Date. Should Employee voluntarily terminate employment prior to the Change in Control Date, this Agreement shall lapse upon such termination and be of no further force or effect.
(c) If Employee's employment terminates on or after the Change in Control Date, the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4.
(d) If Employee's employment is terminated by the Company prior to the Change in Control Date but on or after a Potential Change in Control Date, then the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4 unless the Company reasonably demonstrates that Employee's termination of employment neither (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change in Control nor (ii) arose in connection with or in anticipation of a Change in Control. Solely for purposes of determining the timing of payments and the provision of benefits in Sections 3 and 4 under the circumstances described in this Section 2(d), Employee's date of termination shall be deemed to be the Change in Control Date.
Scope of Employment During the term of this Agreement, Executive shall hold the position of Chief Science Officer and Founder and shall have those duties and responsibilities customarily associated with the title of Chief Science Officer plus any additional duties as may reasonably be assigned to him from time to time by the Company. The Company shall at all times during the term of this Agreement take all steps necessary to nominate Executive as a nominee for director for the purposes of any meeting or consent of the shareholders conducted or taken during the term of this Agreement, and shall use reasonable efforts to have Executive appointed to the Science Committee. The Executive shall report directly to the Chief Executive Officer. The Executive will devote his full time and best efforts to the business and affairs of the Company; provided, however, that the Executive may (i) serve as a director or advisor of nonprofit organizations without the approval of the Company; (ii) serve as a director or advisor of one (1) for-profit organization with the Company’s permission (which shall not be unreasonably withheld or delayed); provided, however, that such service shall not create a conflict of interest with Executive’s service to the Company; (iii) perform and participate in charitable, civic, educational, professional, community and industry affairs and other related activities; and (iv) manage Executive’s personal investments, provided, in each case, that such activities do not (a) materially interfere, individually or in the aggregate with the performance of your duties hereunder or (b) violate any restrictive covenants. The Executive shall be subject to and comply with the Company’s policies, procedures and approval practices as generally in effect at any time and from time to time.
Location of Employment The Executive's principal place of business shall continue to be at the Company's headquarters to be located within thirty (30) miles of Doylestown, Pennsylvania; provided, that the Executive acknowledges and agrees that the performance by the Executive of his duties shall require frequent travel including, without limitation, overseas travel from time to time.
Condition of Employment The Employee acknowledges that his/her employment and the continuance of that employment with the Company is contingent upon his/her agreement to sign and adhere to the provisions of this Agreement. The Employee further acknowledges that the nature of the Company’s business is such that protection of its proprietary and confidential information is critical to its survival and success.
EMPLOYMENT TERM AND COMPENSATION A. The Board hereby employs the Employee for a salary of $6,769 per bi-weekly pay period ($175,997/Annualized), payable in installments less any legally authorized deductions as the D72, ▇▇▇▇, Business & Social Sciences Div.
B. The term of this contract shall commence on 7/1/2024 and terminate on 6/30/2025.
C. The Board shall designate eight and one-half (8.5) percent of Employee’s SURS-eligible earnings as the Board contribution on behalf of the Employee in satisfaction of the Employee's required contribution to the Illinois State Universities Retirement System. The purpose of this section is to allow such Board contribution for retirement to be tax sheltered after the qualifying period of time has been met and to the extent allowed by the appropriate statutes and regulations. Both parties acknowledge that the Employee did not have the option of choosing to receive the contributed amounts directly, instead of having such contributions paid by the Board to the State Retirement System, and that such contributions are made as a condition of employment to secure the Employee's future services, knowledge and experience.