Perseus Director definition

Perseus Director means the members of the Board of Directors, if any, appointed by the Perseus Shareholders, pursuant to Section 3(a).
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Perseus Director and “Perseus Directors” mean the representative(s) of the Purchaser appointed or elected to the Board pursuant to this Agreement.
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Examples of Perseus Director in a sentence

  • Additionally, the holders of a majority of the outstanding principal amount of the Senior Secured Convertible Note(s) shall be deemed to have waived any breach of any covenant set forth in Section 6(b) hereof in the event that each Perseus Director votes in favor of the action that causes such breach, provided that all material terms related to the cause thereof were disclosed to such Board members.

  • Schwallie from his position as Chief Executive Officer or Peter Tallian from his position as Chief Financial Officer with the Company without cause prior to such time that a Perseus Director has been appointed or elected to the Board, unless such removal has been approved by holders of a majority of the outstanding principal amount of the Note and the Additional Secured Convertible Notes(s).

  • Notwithstanding anything to the contrary, if the approval of the Perseus Director is required for any Proposed Disposition pursuant to Section 11(e), then the provisions of Sections 8(a) through 8(c) hereof shall not apply.

  • Additionally, the holders of a majority of the outstanding principal amount of the Secured Note(s) shall be deemed to have waived any breach of any covenant set forth in Section 6(b) hereof in the event that each Perseus Director votes in favor of the action that causes such breach, provided that all material terms related to the cause thereof were disclosed to such Board members.

  • The Company shall have issued the Management Rights Letter, which shall become effective as of the date of the first appointment of a Perseus Director.

  • Notwithstanding the foregoing, the Purchaser shall not be entitled to exercise the Perseus Observer rights set forth herein at any time that a Perseus Director is then serving on the Board; provided, however, that the Company reserves the right to exclude such Perseus Observer from access to any material or meeting or portion thereof if the Company in good faith believes that such exclusion is necessary to preserve the attorney-client privilege or for other similar reasons.

Related to Perseus Director

  • Public Works Director means the Director of the Department of Public Works of the County of Los Angeles.

  • shadow director means, in relation to a company, any person in accordance with whose directions or instructions the directors of the company are accustomed to act, but the person is not deemed to be a shadow director by reason only that the directors act on advice given by that person in a professional capacity; and

  • Deputy Director means the Deputy Director of the Authority, as the case may be.

  • Company Director means a member of the Board.

  • Associate Director means the associate director of the

  • Program Director means an individual who has complete responsibility for the day to day function of the program. The Program Director is the highest level of decision making at a local, program level.

  • Department Director means the director of the department of human rights.

  • Inside Director means a Director who is an Employee.

  • New Director means an individual whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who either were directors at the Date of Grant or whose election or nomination for election was previously so approved or recommended. However, “New Director” shall not include a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation relating to the election of directors of the Company.

  • Non-Management Director means any Person selected in accordance with Article IV of this Agreement who is not a Management Director.

  • Project Director means an employee of the Recipient designated by the Authorized Representative to be responsible for the overall management of the administrative and technical aspects of the executed Agreement. The Project Director is set forth in this Agreement.

  • Independent Director means a director referred to in Section 149 (6) of the Companies Act, 2013.

  • Member Director means a Director elected or appointed pursuant to section 8(2)(a) of the Act and Section 5.02;

  • Management Director means a Person selected in accordance with Article IV of this Agreement who shall have the powers and duties to manage the business and affairs of the Company and exercise its powers to the extent set forth in this Agreement, the Certificate and the Act. Each Management Director shall be a “manager” of the Company within the meaning of the Act.

  • Sponsor Director means an individual elected to the Board that has been nominated by the Sponsor pursuant to this Agreement.

  • Advisory Board Member means a member of an “Advisory Board” as defined in Section 2(a)(1) of the 1940 Act.

  • relevant director means any director or former director of the company or an associated company;

  • Executive Director means the executive director of the

  • Director means a member of the Board.

  • Non-Executive Director Means any director who is not an Executive Director.

  • Board Member means a member of the Board.

  • Lead Director means, at any given time, the lead, independent member (if any) elected as such by the Board and occupying such position.