Director Resignations The Company shall use its reasonable best efforts to cause to be delivered to Parent resignations executed by each director of the Company in office as of immediately prior to the Effective Time and effective upon the Effective Time.
Continuing Director A "Continuing Director" shall mean a Director of the Company who (i) is not an Acquiring Person, an Affiliate or Associate, a representative of an Acquiring Person or nominated for election by an Acquiring Person, and (ii) was either a member of the Board of Directors of the Company on the date of this Agreement or subsequently became a Director of the Company and whose initial election or initial nomination for election by the Company's stockholders was approved by at least two-thirds of the Continuing Directors then on the Board of Directors of the Company.
Effectiveness of Resignation or Removal No resignation or removal of the Asset Representations Reviewer will be effective until the successor Asset Representations Reviewer has executed and delivered to the Issuer and the Servicer an agreement accepting its engagement and agreeing to perform the obligations of the Asset Representations Reviewer under this Agreement or entered into a new agreement with the Issuer on substantially the same terms as this Agreement.
Appointment, Removal and Resignation of Guarantee Trustee (a) Subject to Section 3.2(b), the Guarantee Trustee may be appointed or removed without cause at any time by the Guarantor except during an Event of Default.
Well-Known Seasoned Issuer (A) At the original effectiveness of the Registration Statement, (B) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the 1933 Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Section 13 or 15(d) of the 1934 Act or form of prospectus), (C) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c) under the 0000 Xxx) made any offer relating to the Securities in reliance on the exemption of Rule 163 under the 1933 Act, and (D) as of the Applicable Time, the Company was and is a “well-known seasoned issuer” (as defined in Rule 405).
Death, Resignation or Removal of Signing Officer Fund will file promptly with Service Company written notice of any change in the officers authorized to sign share certificates, written instructions or requests, together with two signature cards bearing the specimen signature of each newly authorized officer, all as certified by an appropriate officer of Fund. In case any officer of Fund who will have signed manually or whose facsimile signature will have been affixed to blank share certificates will die, resign, or be removed prior to the issuance of such certificates, Service Company may issue or register such share certificates as the share certificates of Fund notwithstanding such death, resignation, or removal, until specifically directed to the contrary by Fund in writing. In the absence of such direction, Fund will file promptly with Service Company such approval, adoption, or ratification as may be required by law.
Resignation of a Guarantor (a) The Company may request that a Guarantor (other than the Company) ceases to be a Guarantor by delivering to the Agent a Resignation Letter.
Effective January A member who is medically unfit for duty at the time of the commencement of his scheduled vacation as a result of an injury or illness compensable under the Workplace Safety and Insurance Act and in receipt of benefits from the Workplace Safety and Insurance Board or 2) for which medical documentation has been provided and which has resulted in an approved medical leave or being unfit for regular duties each for days or more, shall be entitled to reschedule his vacation, provided the vacation as rescheduled is taken before December of the calendar year in which the injury occurred, or December of that year if approved by the Chief of Police, such approval not to be unreasonably withheld. If the member remains medically unfit for duty such that the rescheduled time is not taken by December as aforesaid, the member shall be entitled to choose to either (1) receive in the first pay period of the following calendar year an amount equal to the salary he would normally receive in respect of the vacation time not taken or (2) carry over the vacation to the following year, to be scheduled as approved by the Chief or his designate. In the event that the member chooses to carry over the vacation to the following year, the time must be taken prior to the end of the following calendar year. In the event that the carried-over time is not taken prior to the end of the following calendar year, the member shall receive a payout at the salary rate applicable when the vacation time was earned. It is further understood and agreed that regardless of seniority, no scheduling of any carried over vacation time will result in any member's scheduled vacation being cancelled or bumped. A member who is on suspension, either paid or unpaid, at the time of the of his scheduled vacation, shall not be required to report in for the period of his scheduled vacation. A member who is on suspension, either paid or unpaid, and who has not scheduled his vacation for the year shall do so as soon as requested and, once such vacation time is approved, shall not be required to report in during the scheduled vacation time.
Incorporators, Stockholders, Officers and Directors of Company Exempt from Individual Liability No recourse under or upon any obligation, covenant or agreement contained in this Indenture or any indenture supplemental hereto, or in any Security or any coupons appertaining thereto, or because of any indebtedness evidenced thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer, director or employee, as such, of the Company or of any successor, either directly or through the Company or any successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of the Securities and the coupons appertaining thereto by the holders thereof and as part of the consideration for the issue of the Securities and the coupons appertaining thereto.
Continue to Perform After Resignation or Removal No resignation or removal of the Asset Representations Reviewer will be effective, and the Asset Representations Reviewer will continue to perform its obligations under this Agreement, until a successor Asset Representations Reviewer has accepted its engagement according to Section 5.3(b).
