Appointment of Board Sample Clauses

Appointment of Board. Except where the Parent exercises its control in terms of Clause 11 the Board of the Subsidiary Company shall give prior written notification to the Parent of those persons whom the Subsidiary Company would propose for appointment to the Board by the Parent. No appointment to the Board shall be made by the Subsidiary Company without the written approval of the Parent.
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Appointment of Board. (i) The Board shall consist of eight individuals, four of whom shall be appointed by Cemex and four of whom shall be appointed by RMUSA. The Chairman of the Board shall be a member of the Board appointed by RMUSA as determined by the members of the Board appointed by RMUSA. Each member of the Board shall serve until the earlier of (i) the appointment of such Board member's successor, (ii) the removal of such Board member in accordance with the terms of this LLC Agreement, (iii) such Board member's resignation, and (iv) such Board member's death.
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Appointment of Board. Seller shall appoint and remove officers and the members of the board of directors of the Condominium Association during the term of this Agreement in the ordinary course exercise of Seller’s developer’s or owner’s rights under Applicable Law and the Condominium Documents. Seller may, but shall not be required to, appoint employees of Buyer or any of Buyer’s affiliates as officers and/or members of the board of directors of the Condominium Association. If Seller elects to appoint employees of Buyer or any of Buyer’s affiliates as officers and/or members of the board of directors of the Condominium Association, Buyer and Co-Acquirer shall indemnify and hold Seller and Condominium Manager harmless from any and all claims, liabilities, losses and damages suffered or incurred by Seller or Condominium Manager arising out of or related to the acts or omissions of directors and officers appointed by Seller in accordance with this Section 8 except to the extent Seller or Condominium Manager actually recovers insurance proceeds with respect to any such claims, liabilities, losses, and damages. Notwithstanding the foregoing to the contrary, (a) Seller and Condominium Manager have no obligation to obtain or maintain any insurance with regard to the acts or omissions of directors and officers appointed by Seller in accordance with this Section 8, and (b) collection by judicial or legal process of such insurance proceeds shall not be a condition precedent to asserting or collecting such indemnification claim under this Agreement. If Seller or Condominium Manager subsequently receives insurance proceeds for any such claims, liabilities, losses, and damages, then Seller or Condominium Manager (as applicable) shall refund such indemnity payments to the Buyer or Co-Acquirer (as applicable) from such insurance proceeds to the extent that Seller or Condominium Manager (as applicable) has received benefits from both sources (i.e., payments of indemnity damages from the Buyer or Co-Acquirer and such insurance proceeds) in excess of the amount of indemnity damages incurred by or asserted against Seller or Condominium Manager.
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Appointment of Board. Immediately after the Closing, Seller and Purchaser shall take all such actions as may be required to elect Seller’s and Purchaser’s representatives to the Board of Directors of Newco, as provided in the Shareholders’ Agreement.
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Appointment of Board. Any dispute between Seller and Buyer submitted to arbitration pursuant to this Article XVIII shall be detained by a board of arbitration consisting of three (3) arbitrators to be selected for each such dispute as follows: either Party may, at the time a board of arbitration is desired, notify the other that the dispute is to be resolved pursuant to this Article XVIII. The notice of arbitration shall not be effective or valid unless the notifying Party includes in such notice the name of one arbitrator. The other Party shall, within fifteen (15) Days thereafter, select an arbitrator and notify the Party desiring arbitration of the name of such arbitrator. If such other Party shall fail to name a second arbitrator within such fifteen- (15) Day period, the notifying Party shall select the second arbitrator and give written notice to the other Party of the selection of the second arbitrator and the second arbitrator's identity. The two (2) arbitrators chosen shall, within ten (10) Days after notice is given of the appointment of the second arbitrator, choose a third arbitrator. In the event of their failure to do so within ten (10) Days, either Party to this Agreement may in like manner, on reasonable notice to the other Party, apply to the Chief Judge, or his designee, of the United States District Court for the District of Maryland for the appointment of a third arbitrator. The arbitrators selected to act hereunder shall be qualified by education, experience and training to pass upon the particular question in dispute and shall have had no financial interest in or have been an officer, director or employee of either Party. Washington, D.C. shall be the site of the arbitration hearing. The arbitrators shall not have jurisdiction or authority to add to, detract from, or alter in any way the provisions of this Agreement.
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Appointment of Board. The Seller shall take all action necessary to cause extraordinary meetings of shareholders of Target to be held on the Closing Date in order to permit Acquiror to elect Acquiror’s designees as the sole members of the board of directors of Target (effective as of immediately following the Closing).
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Appointment of Board. With the exception of the initial appointment of Directors by the BOCC, Directors shall be appointed as follows:
Sample 1
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Related to Appointment of Board

  • Appointment of Director The Company, subject to the requisite prior-approval of the Board of Directors, hereby:

  • Appointment of Directors Immediately upon the Effective Time, Parent shall, in accordance with Section 2.3(d), accept the resignations and cause the appointments of those officers and directors of Parent identified in Exhibit C hereto, subject to any notice and waiting period requirements of federal law. At the first annual meeting of Parent’s stockholders and thereafter, the election of members of Parent’s Board of Directors shall be accomplished in accordance with the by-laws of Parent.

  • APPOINTMENT OF BANK 1. The Customer hereby constitutes and appoints the Bank as its agent to perform the services described herein and as more particularly described in Schedule I attached hereto (the "Services"), and the Bank hereby accepts appointment as such agent and agrees to perform the Services in accordance with the terms hereinafter set forth.

  • APPOINTMENT OF SUB-ADVISER The Adviser hereby appoints the Sub-Adviser to act as sub-adviser to the Portfolio(s), subject to the supervision and oversight of the Adviser and the Trust Board, and in accordance with the terms and conditions of this Agreement. The Sub-Adviser will be an independent contractor and will have no authority to act for or represent the Adviser or the Trust in any way or otherwise be deemed an agent of the Adviser or the Trust, except as expressly authorized in this Agreement or another writing by the Adviser or the Trust and the Sub-Adviser.

  • Appointment of Sub-Advisor In accordance with and subject to the Management Agreement, the Manager hereby appoints the Sub-Advisor to perform the services described in Section 2 below for investment and reinvestment of the securities and other assets of the Series, subject to the control and direction of the Manager and the Fund's Board of Directors, for the period and on the terms hereinafter set forth. The Sub-Advisor accepts such appointment and agrees to furnish the services hereinafter set forth for the compensation herein provided. The Sub-Advisor shall for all purposes herein be deemed to be an independent contractor and shall, except as expressly provided or authorized, have no authority to act for or represent the Fund or the Manager in any way or otherwise be deemed an agent of the Fund or the Manager.

  • Appointment of Officers The Trust may have one or more Officers who are hereby empowered to take and are responsible for performing all ministerial duties on behalf of the Trust pursuant to this Agreement and the other Operative Agreements, including, without limitation, the execution of the Officers’ Certificate (as defined in the Indenture), the Trust Order (as defined in the Indenture), the Trust Request (as defined in the Indenture), the annual compliance report required under Section 3.09 of the Indenture, and any annual reports, documents and other reports which the Trust is required to file with the Securities and Exchange Commission pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended. Each of the Chairman of the Board, the Chief Executive Officer, the President, each Senior Vice President and each Vice President of the Depositor is hereby appointed as an Officer of the Trust. The Depositor shall promptly deliver to the Owner Trustee and the Indenture Trustee a list of its officers who shall become the Officers of the Trust pursuant to this Section 11.01.

  • Appointment of Manager Owner hereby engages and retains Manager as the manager and as tenant coordinating agent of the Properties, and Manager hereby accepts such appointment on the terms and conditions hereinafter set forth; it being understood that this Management Agreement shall cause Manager to be, at law, Owner’s agent upon the terms contained herein.

  • Appointment of Managers With effect from the day and year stated in Box 4 and continuing unless and until terminated as provided herein, the Owners hereby appoint the Managers and the Managers hereby agree to act as the Managers of the Vessel.

  • APPOINTMENT OF ADVISER The Manager hereby appoints the Adviser to act as an investment adviser for the Fund, subject to the supervision and oversight of the Manager and the Trustees of the Trust, and in accordance with the terms and conditions of this Agreement. The Adviser will be an independent contractor and will have no authority to act for or represent the Trust or the Manager in any way or otherwise be deemed an agent of the Trust or the Manager except as expressly authorized in this Agreement or another writing by the Trust, the Manager and the Adviser.

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