Examples of Apollo Director in a sentence
Upon the written request of the Apollo Majority seeking to remove and/or replace an Apollo Director nominated pursuant to Section 2(a), or designated pursuant to Section 2(c), the Corporation shall use commercially reasonable efforts to cooperate with such request, including to promptly call a special meeting of the stockholders of the Corporation; provided, however, that the Corporation shall not be required to call more than a total of two special meetings with respect to the removal of Apollo Directors.
This provision shall only apply in the event that at least one Apollo Director notifies the Board in advance with respect to Board action or the Company (or Subsidiary board or other applicable governing body of such Subsidiary) with respect to actions of a material Subsidiary, promptly upon having notice of such action, that in such director’s view, the foregoing prohibition applies.
For the avoidance of doubt, failure of the stockholders of the Corporation to elect any Apollo Director to the Board shall not affect the right of the Apollo Stockholders to nominate directors for election pursuant to Section 2(a) in any future election of directors.
The foregoing election has been expressly conditioned upon the Closing under this Agreement, and no Apollo Director shall serve as a director on the Board of Directors until immediately following the Closing.
It is the intent of the Board that an Apollo Director who is re-appointed to three consecutive one-year terms on the Board should receive Options to acquire the same number of shares of Common Stock (i.e., 5,000) as a non-Apollo Director who is re-elected to a three-year term.
Xxxxxx Xxxxxxx, who have been duly elected as Disinterested Directors to the Board of Directors by the affirmative vote of at least seven directors (each named person, together with any person from time to time designated by Xxxxxx to replace such person, provided that each such designee is reasonably acceptable to the Board of -------- Directors, is herein referred to as an "Apollo Director").
The Company shall reimburse each Apollo Director, Saratoga Director and Xxxx Director that is a non-employee director for his or her reasonable out-of-pocket expenses incurred for the purpose of attending meetings of the Company Board of Directors or committees thereof.
The Board of Directors may, by resolution passed by a majority of the whole board, designate one or more committees, each committee to consist of at least one (1) Apollo Director and one (1) Carlyle Director.
Each Apollo Director, Saratoga Director and Xxxx Director shall also be entitled to the same benefits (including coverage under insurance policies) as other Directors of the Company.
For so long as the Apollo Members are entitled to designate more than one director, at least one Apollo Director will be appointed to serve on behalf of Co-Invest Hamlet Holdings B, LLC by Co-Invest Hamlet Holdings B, LLC.