Buyer Board of Directors. After the Effective Time, Buyer will nominate and will use its reasonable best efforts to cause the election of Fred Shapiro as a member of the Board of Directors of Buyer.
Buyer Board of Directors. As of the Effective Time, Buyer's Board of Directors shall cause at least one person designated on Schedule 6.10 (the "Designee") to be nominated to Buyer's Board of Directors and shall use its commercially reasonable efforts to cause such Designee to be elected to Buyer's Board of Directors until the earliest to occur of (a) the third anniversary of the Closing Date, (b) the disposition by Questor of 75% of the shares of Buyer Class A Common Stock acquired by Questor pursuant to Article III hereof, or (c) the acquisition by Questor of a Controlling Interest in any person listed on Annex I attached hereto. In furtherance of its obligations under this Section 6.10, Buyer, among other things, shall no later than the Effective Time increase the number of directors on its Board of Directors by one and elect the initial Designee set forth on Schedule 6.10 to the Buyer's Board of Directors.
Buyer Board of Directors. The Board of Directors of BUYER shall enlarge the BUYER's Board of Directors to nine persons and cause four designees of COMPANY to be elected to BUYER's Board of Directors as soon as practicable after the Effective Time and BUYER shall nominate such designees for election at the next subsequent Annual Meeting of BUYER shareholders and shall use its best efforts to cause such COMPANY representatives to be elected at such meeting.
Buyer Board of Directors. Buyer agrees that effective as of the Closing Date, Oatman shall be elected by Buyer to serve as an outside director of the Board of Directors of Buyer's wholly-owned subsidiary Journal Broadcast Group, Inc. ("Group") for a term of 5 years and that his benefits as an outside director will include continued health insurance coverage for Oatman and his spouse. Oatman shall pay personally the full premiums for such health insurance coverage charged by Group to qualified beneficiaries entitled to continuation coverage under ERISA ss. 601 et. seq. or Section 4980B of the Internal Revenue Code of 1986, as amended, or any successor statute or regulation.
Buyer Board of Directors. Buyer shall take all requisite action to appoint Alan B. Menkes to the Buyer’s Board of Directors as of the Effective Time, provided that if Mr. Menkes is unable or unwilling to serve on the Buyer’s Board of Directors at the Effective Time, Buyer shall instead take all requisite action to appoint such other person as the Company may designate, who is reasonably acceptable to Buyer. ARTICLE VIII—CONDITIONS PRECEDENT
Buyer Board of Directors. Paul Loeb agrees to serve on the Buyer’s Board of Directors for a minimum of one year from the Closing Date, unless Mr. Loeb is removed for Cause (as defined in the Buyer’s Amended and Restated Bylaws).
Buyer Board of Directors. The Buyer shall take all such action as is required to cause the number of members comprising the entire Board of Directors, effective as of the Closing, to be that number of members as shall be designated by the Seller, and to cause such Board of Directors to be composed, effective as of the Closing, of those directors as shall be designated by the Seller (and, with respect to one initial director, as shall be designated by Passen). In addition, the Seller and Passen shall enter into an agreement (the “Voting Agreement”) to vote its shares of the Buyer in favor of such Board of Directors following the Closing, subject to the terms and conditions set forth in the Voting Agreement. The Buyer shall, at the request of the Seller, take all such action as is required to cause its Board of Directors to be a staggered board effective as of the Closing. In addition to the foregoing, Buyer and Seller agree that following the Effective Time, Passen shall be entitled to attend and observe all meetings of the Board of Directors of the Buyer for so long as Passen continues to hold, either directly or indirectly, (i) between the Closing Date and December 31, 2006, at least fifty percent (50%) of his holdings in the Buyer as of the Closing Date and (ii) after December 31, 2006, at least fifty percent (50%) of his holdings in the Buyer as of December 31, 2006.
Buyer Board of Directors. The Stockholders shall have the right to nominate one person to serve on the Board of Directors for a term commencing as of the Closing and expiring in May, 2002, which nomination shall be subject to the approval of the members of such Board as of the Closing. In addition, William E. Georges and Melissa E. Georges shall each have the right to attend as an observer (if he or she is not on the Board) meetings of Buyer's Board of Directors; provided, however, that each of said persons shall be obligated to maintain in strict confidence any and all confidential and proprietary information of Buyer disclosed to them at any such meeting.