A Director Sample Clauses

A Director. 12.3.1 From and after the date on which ▇▇ ▇▇▇▇▇▇ ceases to hold office as Chairman a simple majority of the 5 largest A Shareholders (by reference to the number of A Shares held by them at the relevant time) (“Principal A Shareholders”) shall have the right by written notice to the Company to appoint and maintain in office and remove from office one person whom they shall from time to time nominate as a non-executive Director provided always that such A Director: (i) is one of the Principal A Shareholders; or (ii) is another A Shareholder holding at least 75,000 A Shares provided that prior to such appointment the B Directors are given a reasonable opportunity to consult as to the identity and suitability for appointment as an A Director of such person; or (iii) is pre-agreed by a B Director. 12.3.2 Appointment and removal of the A Director shall be by written notice to the Company which shall take effect on delivery at the Company’s registered office or at any meeting of the Board or committee thereof. 12.3.3 If ▇▇ ▇▇▇▇▇▇ is a Director, he shall be deemed for all purposes to be the A Director unless he is no longer the Chairman and some other person has been nominated as the A Director pursuant to Clause 12.3.1.

A Director may be removed as a director of the Company at any time by notice in writing to the Company by the Shareholder who appointed him; or

A Director. Officer or Employee who seeks indemnification under this Section 8 shall make a written request to the Company. As a further pre-condition to any right to receive indemnification, the writing shall contain a declaration that the Company shall have the right to exercise all rights and remedies available to such Director, Officer or Employee against any other person, corporation, foreign corporation, partnership, joint venture, trust or other enterprise, arising out of, or related to, the Proceeding which resulted in the Liability and the Expense for which such Director, Officer or Employee is seeking indemnification, and that the Director, Officer or Employee is hereby deemed to have assigned to the Company all such rights and remedies.