Members of the Compensation Committee Sample Clauses

Members of the Compensation Committee. Xx. Xxxxx-Xxxx Xxxxx [HSW designee to be designated prior to the Effective Time.] [HSW designee to be designated prior to the Effective Time.]
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Members of the Compensation Committee. Xx. Xxxxx-Xxxx Xxxxx Xxxxxxx Xxxxxx Xxxxx Xxxxxx Xxxxx
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Members of the Compensation Committee. The Compensation Committee is hereby given the exclusive power and authority to determine annually the appropriate annual compensation for each of the Officers holding Senior Executive Offices of the Company (subject to the terms of the Employment Agreements) and the terms upon which any Management Carry Units repurchased under Section 4.09 are reissued and, in connection with any such reissuance, the Compensation Committee will consider whether to reissue all or a portion of such Management Carry Units to an Officer replacing a terminated Officer who held a Senior Executive Office, or, if such a replacement Officer has not been hired after a six- month period following the termination of the Officer from whom Management Carry Units were repurchased, whether to reissue all or a portion of such Management Carry Units to one or more existing Management Members taking into account existing facts and circumstances, although the Compensation Committee shall be under no obligation to do so. The power and authority of the Compensation Committee shall include, without limitation, the right to reduce the annual compensation and/or operating responsibilities for each of the Officers of the Company holding a Senior Executive Office so that for the twelve month period commencing on June 30, 1998 and each twelve consecutive month period thereafter, the Company's corporate overhead does not exceed $375,000 if the Company has not acquired at least two (2) or more television broadcast stations; PROVIDED, HOWEVER, that, as a condition of each of the next two television station acquisitions after the date hereof, the Compensation Committee and the Management Members shall agree upon an increased corporate overhead limit; AND PROVIDED, FURTHER, that if from the date hereof the Company has acquired and/or has applications pending which are substantially complete and do not request material waivers of any FCC rule, regulation or policy, before the FCC with respect to an aggregate of at least four (4) television stations by June 30, 1998 there shall not be any corporate overhead limitation hereunder. Each of the Management Members acknowledges and agrees that the foregoing provisions supersede any terms of their Employment Agreements or Consulting Agreement to the contrary. The Compensation Committee shall also consider the implementation of, and have the sole authority to implement, long-term incentive compensation plans for the Company's general managers and other employees. ...
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Members of the Compensation Committee. Date Xxxxx X. Xxxxx ------------------------------------ Date Xxx X. Xxxxxxxxxxxx ------------------------------------ Date Xxxx X. Xxxxxxxxxx PARTICIPANT ------------------------------------ Date
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Related to Members of the Compensation Committee

  • Compensation Committee (A) The Compensation Committee shall be composed of not more than five (5) members who shall be selected by the Board of Directors from its own members who are not officers of the Company and who shall hold office during the pleasure of the Board.

  • Mandate of the Committee The mandate of the Education Worker Diverse and Inclusive Workforce Committee is to jointly explore and identify best practices that support diversity, equity, inclusion and to xxxxxx diverse and inclusive workforces reflective of Ontario’s diverse communities.

  • Committees of the Board of Directors The Board of Directors may designate one or more committees, each committee to consist of one or more of the directors of the Corporation. The Board of Directors may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. If a member of a committee shall be absent from any meeting, or disqualified from voting thereat, the remaining member or members present at the meeting and not disqualified from voting, whether or not such member or members constitute a quorum, may, by a unanimous vote, appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. Any such committee, to the extent permitted by applicable law, shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the Corporation and may authorize the seal of the Corporation to be affixed to all papers that may require it to the extent so authorized by the Board of Directors. Unless the Board of Directors provides otherwise, at all meetings of such committee, a majority of the then authorized members of the committee shall constitute a quorum for the transaction of business, and the vote of a majority of the members of the committee present at any meeting at which there is a quorum shall be the act of the committee. Each committee shall keep regular minutes of its meetings. Unless the Board of Directors provides otherwise, each committee designated by the Board of Directors may make, alter and repeal rules and procedures for the conduct of its business. In the absence of such rules and procedures each committee shall conduct its business in the same manner as the Board of Directors conducts its business pursuant to this Article III.

  • Executive Committee (A) The Executive Committee shall be composed of not more than nine members who shall be selected by the Board of Directors from its own members and who shall hold office during the pleasure of the Board.

  • Benefits Committee As per LOA#10, a benefits committee comprised of the employee representatives and the employer representatives, including the Crown, shall convene upon request to address all matters that may arise in the operation of the OSSTF ELHT.

  • TRANSITION COMMITTEE 8.1.0 A transition committee comprised of the employee representatives and the employer representatives, including the Crown, will be established by January 31, 2016 to address all matters that may arise in the creation of the Trust.

  • The Board 6.1 The appointment, dismissal and conduct of the Board shall be regulated in accordance with this agreement and the Articles.

  • Committees of the Board The Board of Managers may from time to time appoint such standing or special committees as it may deem for the best interest of the Company, but no such committee shall have any powers, except such as are expressly conferred upon it by the Board of Managers.

  • Committees 1. The Parties agree on establishing Committees in the following matters: (a) Trade in Goods; (b) Trade in Services; (c) Investment; (d) Sanitary and Phytosanitary Measures; (e) Technical Barriers to Trade; (f) Trade Facilitation; (g) Rules of Origin; and (h) Cooperation, including Intellectual Property. 2. The Free Trade Commission may create additional Committees, if needed. The Committees on Sanitary and Phytosanitary Measures, Technical Barriers to Trade and Rules of Origin shall coordinate their tasks with those of the Committee on Trade in Goods. 3. Except as otherwise provided in this Agreement, the Committees shall convene in regular session once a year at the same time the Free Trade Commission convenes. When special circumstances arise, the Parties shall meet at any time upon agreement at the request of one Party. Regular sessions of the Committees shall be chaired successively by each Party. Other sessions of the Committee shall be chaired by the Party hosting the meeting. The sessions may be held by any technological means available to the Parties. 4. When necessary, the Committees created hereby shall consult with such other Committees as needed to address the issues they handle.

  • Union Committee The Union shall appoint and maintain a Committee comprising persons who are employees of the Employer, and/or the Senior Union Official, or her/his representative, which shall be known as the Union Committee. The Union at all times shall keep the Employer informed of the individual membership of the Committee.

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