Managing Directors. 86. The Directors may, from time to time, appoint one or more of their body (but not an alternate Director) to the office of Managing Director for such term and at such remuneration (whether by way of salary, or commission, or participation in profits, or partly in one way and partly in another) as they may think fit but his appointment shall be subject to determination ipso facto if he ceases from any cause to be a Director and no alternate Director appointed by him can act in his stead as a Director or Managing Director.
Managing Directors. Any dispute which arises between the Parties shall be referred to senior executives of the Parties (or their duly authorised representatives) who will use their best endeavours to resolve the dispute in good faith within 5 (five) Business Days of the dispute having been referred to them.
Managing Directors. This Section 6 is only applicable to Participants who are Managing Directors as of the Grant Date, including those who are terminated pursuant to any of the termination events described in Section 4. In consideration of the grant of RSUs under this Award Agreement, as well as all other awards granted by the Company to you under the Plan, and in consideration of the economic benefits derivable by you therefrom, you agree to be bound by, and to comply with, the restrictive covenants set forth in Exhibit B. In the event you violate any of the restrictive covenants set forth in Exhibit B, (a) prior to or on the Vesting Date, you will forfeit the RSUs outstanding as of the date of such violation or (b) after the Vesting Date, but prior to or on the expiry date of the restrictive covenants set forth in Exhibit B, you will promptly deliver to the Company all Shares acquired upon conversion of the RSUs (or, to the extent you no longer hold such Shares, you will pay to the Company an amount on a gross basis equal to the Fair Market Value of any such Shares on the date the Shares were delivered to you). You may be required to provide MSCI with a written certification or other evidence that it deems appropriate, in its sole discretion, to confirm that you have not violated any of the restrictive covenants set forth in Exhibit B.
Managing Directors. The managing directors of the Corporation ------------------ shall be chosen by the Shareholders or, if the Shareholders so desire, by the board of supervisory directors AND shall be a ________________________. The Shareholders or the board of supervisory directors, as the case may be, may also choose additional managing directors. Any number of offices may be held by the same person, unless the articles of association otherwise provide.
Managing Directors. Except as specifically set forth in Section 3.4, the management and policy-making functions of the Company shall reside in a board (the "Board") composed of four individuals (each, a "Managing Director") to be elected annually and who shall serve until their successors are elected and qualified. Such Managing Directors shall be elected by unanimous Vote of the Members. Members included in the TCI Shareholder Group shall be entitled to nominate two Managing Directors ("TCI Directors") and Members included in the MediaOne Shareholder Group shall be entitled to nominate the other two Managing Directors ("MediaOne Directors"). Each Member agrees to Vote all of its Ownership Interest in any election of Managing Directors in favor of the Persons nominated in accordance with the preceding sentence. Upon the occurrence of a vacancy in the Board, the Member who nominated the Managing Director in respect of whom such vacancy exists may nominate a replacement, and the Members shall Vote in favor of such replacement, who shall serve until such replacement Managing Director's successor is elected.
Managing Directors. Except as specifically set forth in Section 3.4, the management and policy-making functions of the Company shall reside in a board (the "Board") composed of four individuals (each, a "Managing Director") to be elected annually and who shall serve until their successors are elected and qualified. Such Managing Directors shall be elected by unanimous Vote of the Members. Members included in the Liberty Shareholder Group shall be entitled to nominate two Managing Directors ("Liberty Directors") and Members included in the Microsoft Shareholder Group shall be entitled to nominate the other two Managing Directors ("Microsoft Directors"). Each Member agrees to Vote all of its Ownership Interest in any election of Managing Directors in favor of the Persons nominated in accordance with the preceding sentence. Upon the occurrence of a vacancy in the Board, the Member who nominated the Managing Director in respect of whom such vacancy exists may nominate a replacement, and the Members shall Vote in favor of such replacement, who shall serve until such replacement Managing Director's successor is elected.
Managing Directors. Appointment of Managing Directors. 95. The Directors may from time to time appoint one or more of their body to be Managing Director or Managing Directors of the Company and may from time to time (subject to the provisions of any contract between him or them and the Company) remove or dismiss him or them from office and appoint another or others in his or their places.
Managing Directors. The parties agree that, for the duration of this Agreement, Prof. Xx. Xxxxx Xxxxxxx will be named as the sole managing director of the business. Prof. Xx. Xxxxxxx will not be bound by the limitations ofss.181 BGB (German Civil Code).'
Managing Directors. Managing Directors shall participate at meetings of the Managing Board (i) in person, provided that an absent Managing Director may be represented at any such meeting by proxy granted by the absent Managing Director to any other Managing Director who was appointed pursuant to a binding nomination of the Group which nominated the absent Managing Director, or (ii) by conference call or video conference, provided that each participant has the ability to hear and speak to each other participant.
Managing Directors. As long as VARTA is a shareholder of VARTA Consumer, VARTA shall have the right to nominate one out of three managing directors (GESCHAFTSFUHRER) of VARTA Consumer or, after its transformation into partnership limited by shares (KGAA), one out of three managing directors of the general partner, with joint power of representation (GESAMTVERTRETUNGSMACHT). Strategic Partner and German Limited shall have the right to reject any managing director nominated by VARTA Consumer for sound business reasons.
