Replacement Process Clause Samples
Replacement Process. If Executive Provider is removed in accordance with Section 2.2(a) or Executive Provider dies, then the Company shall request in writing to Provider and BMC within sixty (60) days after such removal or death that BMC designate a replacement to provide the Executive Services through Provider. BMC shall so designate a replacement within sixty (60) days after receipt of such request. If the designated replacement is a director of the Company (other than the removed Executive Provider), then the Executive Services shall be provided by such designated director. If the designated replacement is not a director of the Company (other than the removed Executive Provider), the designated replacement is subject to the approval of a majority of the Executive Committee as follows, which approval shall not be unreasonably withheld. The Executive Committee shall notify Provider and BMC in writing within fifteen (15) days after such designation whether it approves the designated replacement and, if not, the specific grounds thereof. If the designated replacement is not approved, BMC shall have sixty (60) days after receipt of such notice to designate another replacement to provide the Executive Services through Provider. If the designated replacement is a director of the Company (other than the removed Executive Provider), then the Executive Services shall be provided by such designated director. If the designated replacement is not a director of the Company (other than the removed Executive Provider), the designated replacement is subject to the approval of a majority of the Executive Committee as follows, which approval shall not be unreasonably withheld. The Executive Committee shall notify Provider and BMC in writing within fifteen (15) days after such designation whether it approves the designated replacement and, if not, the specific grounds thereof. If the designated replacement is not approved, the Executive Services shall continue to be provided pursuant to this Agreement by a director (other than the removed Executive Provider) of the Company designated in writing by BMC.
Replacement Process. If, following the date of this Agreement and prior to the expiration of the Standstill Period, ▇▇. ▇▇▇▇▇▇▇▇▇ is unable to serve as an independent director of the Company for any reason or otherwise continue service on the Board (other than on account of failure to be elected at the 2020 Annual Meeting), Legion shall be permitted to privately identify a highly qualified replacement independent director candidate who possesses relevant qualifications for the Company who will be appointed to the Board as a Class 2 director expeditiously following ▇▇. ▇▇▇▇▇▇▇▇▇’▇ departure from the Board, provided that such candidate (i) qualifies as “independent” pursuant to the rules and listing standards of NASDAQ and applicable SEC rules and regulations, (ii) has provided the Company with the Information (and such Replacement shall have represented and warranted that the Information provided by such Replacement is or will be fully completed, true and accurate), (iii) has cooperated with a customary background check, (iv) has executed all reasonable documents required to be executed by directors of the Company and (v) has been approved by each of the Nominating Committee and the Board after exercising their good-faith customary due diligence review and consistent with the Board’s fiduciary duties (and any director so appointed as a replacement, a “Replacement”) and it being understood that Legion may continue to propose privately additional candidates in the event an identified Replacement candidate is not approved by the Board acting in good faith until a Replacement candidate is appointed to the Board; provided that the Company’s obligations pursuant to this Section 1(d) shall terminate at such time as the Investor Group ceases to have “net long” beneficial ownership of at least 5.0% of the outstanding shares of Common Stock.
Replacement Process. All requests for replacement of participant will be subjected to the following:
i) Once a participant has joined one of the course batch and started lesson in the first class, no replacement of participant will be allowed.
ii) Replacement requests must be submitted in writing via email and received by ACT:DPI at least ten (10) working days before the start of each batch.
iii) All replacement can only be accepted if the replacement participant meets course prerequisites.
iv) Upon approval by ACT:DPI to permit the replacement arrangement, an administration fee of S$30.00 will be applied for any replacement request by the participant.
v) Payment of the administrative fee for the replacement must be paid immediately upon approval by ACT:DPI.
Replacement Process. To exercise such right to replace a Collaboration Target described in Sections 2.3.1 and 2.3.2, Roche shall, within the Covalent Inhibitor Target Replacement Period or Covalent Degrader Target Replacement Period, as the case may be, provide written notice (“Target Replacement Notice”) to Vividion of such replacement identifying the Collaboration Target to be replaced (and if it is a Covalent Degrader Target, the New Covalent Degrader Target Information) and either identifying the Target (including the UniProt accession number thereof) that is to replace such Collaboration Target or notice that it will be providing the identity thereof to a Target Reviewer pursuant to 2.4.1.