Preferred Designees definition

Preferred Designees has the meaning set forth in Section 3.3(b) of this Amended and Restated Agreement.
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Preferred Designees shall have the meaning ascribed thereto in Section 5.9(b).
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Preferred Designees shall be chosen, one each, by Private Medical Equity, LLC Holdings, Senju Pharmaceutical Co. Ltd. and Fxxx Xxxxxxxx, for so long as each holds at least fifteen percent (15%) of the Shares initially purchased by such investor (as adjusted for stock splits, dividends, combination, reorganizations and the like).
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Examples of Preferred Designees in a sentence

  • Preferred Designees and Management Designees will be entitled to reimbursement by GDI for reasonable out-of-pocket expenses incurred in connection with the performance of their duties as members of the Board of Directors, including, without limitation, travel expenses incurred in connection with their attendance at meetings of the Board of Directors.

  • Anything to the contrary in these Articles notwithstanding, until the earlier of: (i) a Qualified IPO; or (ii) an Acquisition, any acquisition of, or material interest in, another entity, in consideration exceeding US$100 million, (whether taken directly or indirectly, by merger, consolidation or otherwise) with respect to the Company or any subsidiary of the Company, if any, will require the affirmative vote of at least three of the Preferred Designees.

  • Unless otherwise unanimously decided by the Board, a quorum at a meeting of the Board shall be constituted by the presence of a majority of the Directors then in office who are lawfully entitled to participate in the meeting, including two of the Preferred Designees.

  • The Initial Preferred Designees elected pursuant to paragraph (c) below and the Initial Noteholder Designee elected prior to the Initial Closing shall be the initial Preferred Designees.

  • The majority of the directors elected pursuant to Article 69.1.1 through 69.1.6 (which shall include the affirmative vote of at least two of the Preferred Designees), shall be entitled to elect two (2) directors, who shall be industry experts.

  • The initial GS Preferred Designees elected pursuant to paragraph (d) below and the initial Noteholder Designee elected prior to the Initial Closing shall be the initial GS Preferred Designees.

  • Preferred Designees and Management Designees will be entitled to reimbursement by the Company for reasonable out-of-pocket expenses incurred in connection with the performance of their duties as members of the Board of Directors, including, without limitation, travel expenses incurred in connection with their attendance at meetings of the Board of Directors.

  • The Issuer hereby covenants and agrees that it shall not enter into any compensation arrangement, including the issuance of restricted stock or stock options, with any officer or director of the Issuer who is affiliated with a Series E Investor without the approval of the Board of Directors, including at least three Senior Preferred Designees.

  • The persons designated as provided above, and their successors and any designees referred to in paragraph (ii) below are referred to as “Series B Preferred Designees.” Simultaneous with the effectiveness of the Series B Preferred Designees becoming members of the Board of Directors, one of the incumbent members of the Board of Directors shall resign, such that the Board of Directors shall then consist of seven members.

  • The Preferred Designees shall be given the option to serve on any committee of the Board of Directors, whether now or in the future existing.


More Definitions of Preferred Designees

Preferred Designees shall have the meaning set forth in the ROFR Agreement.
Sample 1
Preferred Designees means and refer to the designees appointed pursuant to clause (I) of this paragraph. Furthermore, for so long as any of the Eligible Securities remain outstanding, the Eligible Securities Majority shall be entitled, upon written notice to the Company, to elect to decrease the number of directors on the Board of Directors of the Company to no less than seven (7) members, and in the event of such a decrease, the Board of Directors shall consist of (i) a majority of individuals designated by the Eligible Securities Majority, (ii) one individual designated as contemplated by Section 5.1(d) above and (iii) 2 individuals designated as contemplated by Section 5.1(h) (provided that such individuals shall be designated jointly by the directors appointed pursuant to the foregoing clauses (i) and (ii)) and the obligations of the Company and the Securityholders to take any and all actions necessary or required (including, without limitation, voting their shares of Stock, and, if applicable, causing their designees to the Board of Directors, if any, to vote as directors) in a manner so that the Board includes such individuals in this Section 5.1 shall apply. The parties acknowledge that such an election has been made prior to the date hereof.
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Related to Preferred Designees

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Preferred Directors means, collectively, the Series A Directors and the Series B Director.

  • Preferred Member means a Member holding Preferred Units.

  • Preferred Director means any director of the Company that the holders of record of the Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Preferred ’ means any of the above securities that are publicly traded on a recognized securities exchange and the securities have a rating of ‘‘A’’ or above. If the securities are not ‘‘Preferred,’’ they are listed as ‘‘Other.’’

  • Series A Units means Series A currency hedged mutual fund units or Series A non-currency hedged mutual fund units of a fund, as applicable.

  • Initial Holders has the meaning set forth in the preamble.

  • Series B Preferred means the Company's Series B Preferred Stock, par value $0.01 per share.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • SpinCo Designees means any and all entities (including corporations, general or limited partnerships, trusts, joint ventures, unincorporated organizations, limited liability entities or other entities) designated by Parent that will be members of the SpinCo Group as of immediately prior to the Effective Time.

  • Series B Certificate of Designations has the meaning set forth in the recitals hereto.

  • Series B Preferred Units means the Partnership's 8 5/8% Series B Cumulative Redeemable Partnership Units.

  • Series C Preferred means all shares of the Series C Preferred Stock, $0.001 par value per share, of the Company.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Series B Director means any director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • Series D Preferred means the Corporation's Series D Convertible Preferred Stock, par value $.002 per share.

  • Preferred Units means a Partnership Interest, including the Series A Preferred Units, designated as a “Preferred Unit,” which entitles the holder thereof to a preference with respect to distributions, or as to the distribution of assets upon any Liquidation Event, over Common Units.

  • Registered design in this Act shall mean a design for which a design registration has been granted.

  • Series A Preferred means the Series A preferred stock, $.01 par value per share, of the Company.

  • Series B Certificate of Designation means the Certificate of Designation of the Powers, Preferences and Relative, Participating, Optional and Other Special Rights of 8% Series B Convertible Redeemable Preferred Stock and Qualifications, Limitations and Restrictions Thereof.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.