Common use of The Executive Clause in Contracts

The Executive. (a) shall in willing cooperation with others at all times and in all respects faithfully and diligently perform such duties and exercise such powers as may be assigned to or vested in the Executive from time to time by or under the authority of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s best endeavours to promote, protect and develop and extend the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006; (b) acknowledges and agrees that the Company may at its sole discretion require the Executive to perform the Executive’s duties jointly with another person or persons; (c) shall devote the whole of the Executive’s time attention and abilities to the performance of the Executive’s duties during the Company’s normal business hours of 9.00 am to 6:00 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEO); (d) acknowledges that the Executive holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive has agreed that, insofar as it would apply to the Employment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three months prior notice in writing; (e) undertakes not to harm the reputation of the Company or any Group Member; (f) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee to leave the Company or any Group Member (whether alone or in concert with any other employee); (v) the plans of any other senior employee (whether alone or in concert with any other employee) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Service Agreement 3 (g) shall ensure that the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any of the Executive’s duties; and (h) shall when requested to do so, fully and promptly give the Board such explanations, information and assistance as it may require relating to the transactions and affairs of the Company and any Group Member of which the Executive shall have knowledge or of which the Executive ought to have knowledge.

The Executive. (a) shall in willing cooperation with others at all times and in all respects faithfully and diligently perform such duties and exercise such powers as may be assigned to or vested in acknowledges for the Executive from time to time by or under the authority purposes of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s best endeavours to promote, protect and develop and extend the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006; (b) acknowledges and agrees that the Company may at its sole discretion require the Executive to perform the Executive’s duties jointly with another person or persons; (c) shall devote the whole of the Executive’s time attention and abilities to the performance of the Executive’s duties during the Company’s normal business hours of 9.00 am to 6:00 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEO); (d) acknowledges that the Executive holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive has agreed that, insofar as it would apply to the Employment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three months prior notice in writing; (e) undertakes not to harm the reputation of the Company or any Group Member; (f) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee to leave the Company or any Group Member (whether alone or in concert with any other employee); (v) the plans of any other senior employee (whether alone or in concert with any other employee) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇Patents ▇▇▇ ▇▇▇▇▇▇▇▇ Service that because of the nature of his duties and the particular responsibilities arising from the nature of his duties he has and at all times during his employment will have a special obligation to further the interests of the undertakings of the Company and of any Affiliated Company (as defined in Clause 16.1 of this Agreement); (b) undertakes to notify and disclose to the Company in writing full details of all Intellectual Property forthwith upon the production of the same, and promptly whenever requested by the Company and in any event upon the determination of his employment with the Company deliver up to the Company all correspondence and other documents, papers and records, and all copies thereof in his possession, custody and power relating to any Intellectual Property; (c) undertakes to hold upon trust for the benefit of the Company any Intellectual Property and the Intellectual Property Rights therein to the extent the same may not be and until the same are vested absolutely in the Company; (d) hereby assigns to the Company all of his present and future right title and interest throughout the world in intellectual Property produced, invented or discovered by the Executive either alone or with any other person at any time now or thereafter during the continuance in force of this Agreement, whether or not in the course of his employment hereunder; (e) acknowledges (for the avoidance of doubt), that in consideration of his rights, responsibilities and remuneration and all inventions, discoveries and designs created during the term of the Agreement 3shall be deemed to have been created in the course of the Executive's normal duties and to be capable of assignment to the Company under Clause 12.2(d)above; (f) acknowledges that by virtue of the Company's exclusive ownership of the Confidential Information and the Intellectual Property Rights assigned to it pursuant to this Clause 22.2, that the Executive may not now or at any time in the future use or exploit the Confidentiality Information or the Intellectual Property without the written permission of the Company, except in the performance of his obligations under this Agreement; (g) shall ensure acknowledges that save as provided by law no further remuneration or compensation other than that provided for herein is or may become due to the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any in respect of the Executive’s dutiesperformance of his obligations under this Clause; and (h) shall when requested to do so, fully and promptly give undertakes at the Board such explanations, information and assistance as it may require relating to the transactions and affairs expense of the Company to execute all such documents, make such applications, give such assistance and any Group Member do such acts and things as may in the option of which the Executive shall have knowledge Company be necessary or desirable to vest in the Company the ownership and registration of which all Intellectual Property Rights and otherwise to protect and maintain the Executive ought to have knowledgeIntellectual Property and the Industrial Property Rights therein.

The Executive. (a) shall in willing cooperation with others at all times and in all respects will faithfully and diligently serve the Company and perform such duties to the best of his ability and exercise such powers as may be assigned to or vested in the Executive from time to time by or under the authority of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s his best endeavours to promote, protect and develop and extend promote the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006Board; (b) acknowledges and agrees that the Company may at its sole discretion discretion, but only during any termination notice period, require the Executive him to perform the Executive’s his duties jointly with another person or persons; (c) shall report and provide such information and explanation to the Board or Chief Executive of the Company as and when reasonably required or to such other person as the Board may direct and comply with all rules and regulations from time to time laid down by the Company concerning its employees which are consistent with this agreement; (d) shall devote the whole of the Executive’s his time attention and abilities to the performance of the Executive’s his duties during the Company’s 's normal business hours of 9.00 am to 6:00 5.30 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEOBoard); (de) acknowledges that the Executive he holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive he has agreed that, insofar as it would apply to the Employmentemployment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three 3 months prior notice in writing; (ef) undertakes not to harm the reputation of the Company or any Group Member; (f) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee to leave the Company or any Group Member (whether alone or in concert with any other employee); (v) the plans of any other senior employee (whether alone or in concert with any other employee) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Service Agreement 3 (g) shall ensure that the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any of the Executive’s duties; and (hg) shall when requested to do so, fully and promptly give the Board such explanations, information and assistance as it may require relating to the transactions and affairs of the Company and any Group Member of which the Executive shall have knowledge or of which the Executive ought to have knowledge.. Back to Contents

The Executive. (a) shall in willing cooperation with others at all times and in all respects faithfully and diligently perform such duties and exercise such powers as may be assigned to or vested in acknowledges for the Executive from time to time by or under the authority purposes of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s best endeavours to promote, protect and develop and extend the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006; (b) acknowledges and agrees that the Company may at its sole discretion require the Executive to perform the Executive’s duties jointly with another person or persons; (c) shall devote the whole of the Executive’s time attention and abilities to the performance of the Executive’s duties during the Company’s normal business hours of 9.00 am to 6:00 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEO); (d) acknowledges that the Executive holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive has agreed that, insofar as it would apply to the Employment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three months prior notice in writing; (e) undertakes not to harm the reputation of the Company or any Group Member; (f) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee to leave the Company or any Group Member (whether alone or in concert with any other employee); (v) the plans of any other senior employee (whether alone or in concert with any other employee) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇Patents ▇▇▇ ▇▇▇▇▇▇▇▇ Service that because of the nature of his duties and the particular responsibilities arising from the nature of his duties he has and at all times during his employment will have a special obligation to further the interests of the undertakings of the Company and of any Affiliated Company (as defined in Clause 16.1 of this Agreement); (b) undertakes to notify and disclose to the Company in writing full details of all Intellectual Property forthwith upon the production of the same, and promptly whenever requested by the Company and in any event upon the determination of his employment with the Company deliver up to the Company all correspondence and other documents, papers and records, and all copies thereof in his possession, custody and power relating to any Intellectual Property; (c) undertakes to hold upon trust for the benefit of the Company any Intellectual Property and the Intellectual Property Rights therein to the extent the same may not be and until the same are vested absolutely in the Company; (d) hereby assigns to the Company all of his present and future right title and interest throughout the world in Intellectual Property produced, invented or discovered by the Executive either alone or with any other person at any time now or thereafter during the continuance in force of this Agreement, whether or not in the course of his employment hereunder; (e) acknowledges (for the avoidance of doubt), that in consideration of his rights, responsibilities and remuneration and all inventions, discoveries and designs created during the term of the Agreement 3shall be deemed to have been created in the course of the Executive's normal duties and to be capable of assignment to the Company under Clause 12.2(d) above; (f) acknowledges that by virtue of the Company's exclusive ownership of the Confidential Information and the Intellectual Property Rights assigned to it pursuant to this Clause 12.2, that the Executive may not now or at any time in the future use or exploit the Confidentiality Information or the Intellectual Property without the written permission of the Company, except in the performance of his obligations under this Agreement; (g) shall ensure acknowledges that save as provided by law no further remuneration or compensation other than that provided for herein is or may become due to the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any in respect of the Executive’s dutiesperformance of his obligations under this Clause; and (h) shall when requested to do so, fully and promptly give undertakes at the Board such explanations, information and assistance as it may require relating to the transactions and affairs expense of the Company to execute all such documents, make such applications, give such assistance and any Group Member do such acts and things as may in the opinion of which the Executive shall have knowledge Company be necessary or desirable to vest in the Company the ownership and registration of which all Intellectual Property Rights and otherwise to protect and maintain the Executive ought to have knowledgeIntellectual Property and the Industrial Property Rights therein.

The Executive. (a) shall in willing cooperation with others at all times and in all respects faithfully and diligently perform such duties and exercise such powers as may be assigned to or vested in the Executive from time to time by or under the authority of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s best endeavours to promote, protect and develop and extend the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006; (b) acknowledges and agrees that the Company may at its sole discretion require the Executive to perform the Executive’s duties jointly with another person or persons; (c) shall report to the Chief Executive Officer of the Company as and when reasonably required or to such other person as the Chief Executive Officer may direct; (d) shall devote the whole of the Executive’s time attention and abilities to the performance of the Executive’s duties during the Company’s normal business hours of 9.00 am to 6:00 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEO); (de) acknowledges that the Executive holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive has agreed that, insofar as it would apply to the Employment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three months prior notice in writing; (ef) undertakes not to harm the reputation of the Company or any Group Member; (fg) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee to leave the Company or any Group Member (whether alone or in concert with any other employee);; N▇▇▇ ▇▇▇▇▇▇▇ Service Agreement 3 (v) the plans of any other senior employee (whether alone or in concert with any other employee) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Service Agreement 3; (gh) shall ensure that the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any of the Executive’s duties; and (hi) shall when requested to do so, fully and promptly give the Board such explanations, information and assistance as it may require relating to the transactions and affairs of the Company and any Group Member of which the Executive shall have knowledge or of which the Executive ought to have knowledge.

The Executive. (a) shall in willing cooperation with others at all times and in all respects faithfully and diligently perform such duties and exercise such powers as may be assigned to or vested in the Executive from time to time by or under the authority of the Board in such manner as shall be specified by or under the authority of the Board and shall use the Executive’s best endeavours to promote, protect and develop and extend the interests of the Company and any Group Member as directed by the Board and shall act in accordance with section 172 of the Companies Act 2006; (b) acknowledges and agrees that the Company may at its sole discretion require the Executive to perform the Executive’s duties jointly with another person or persons; (c) shall report to the Chief Executive Officer of the Company as and when reasonably required or to such other person as the Chief Executive Officer may direct; S▇▇▇▇▇▇▇▇▇ ▇▇▇▇ Contract for Services 2 (d) shall devote the whole of the Executive’s time attention and abilities to the performance of the Executive’s duties during the Company’s normal business hours of 9.00 am to 6:00 pm Monday to Friday inclusive and at such other times as may reasonably be necessary in the interests of the Company (unless prevented by illness or other incapacity and except as may from time to time be permitted or required by the CEO); (de) acknowledges that the Executive holds a senior executive position with certain autonomous decision taking powers and therefore is not subject to regulation 4(1) of the Working Time Regulations 1998 but without prejudice to that the Executive accepts that by signing this agreement the Executive has agreed that, insofar as it would apply to the Employment, regulation 4(1) of the Working Time Regulations 1998 shall not apply unless the Executive withdraws such agreement by giving to the Company not less than three months prior notice in writing; (ef) undertakes not to harm the reputation of the Company or any Group Member; (fg) shall report to the Chief Executive Officer immediately on becoming aware of it: (i) any activity, actual or threatened, which might affect the interests of the Company and/or any Group Member; (ii) any actual, potential, or maturing business opportunity enjoyed by the Company or any Group Member; (iii) the Executive’s own wrongdoing and any wrongdoing or proposed wrongdoing of any agent, employees, officer, or worker of the Company or any Group Member; (iv) the plans of any other senior employee or Executive to leave the Company or any Group Member (whether alone or in concert with any other employeeemployee or Executive); (v) the plans of any other senior employee or Executive (whether alone or in concert with any other employeeemployee or Executive) to join a competitor or to establish a business in competition with the Company or any Group Member; (vi) the misuse by any employee of any Confidential Information belonging to the Company or any Group Member; S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Service Agreement 3; (gh) shall ensure that the Executive meets the requirements of any regulatory body or any other entity whose consent or approval is required to enable the Executive to undertake any of the Executive’s duties; and (hi) shall when requested to do so, fully and promptly give the Board such explanations, information and assistance as it may require relating to the transactions and affairs of the Company and any Group Member of which the Executive shall have knowledge or of which the Executive ought to have knowledge.