SCA Board definition
Examples of SCA Board in a sentence
The XL Parties shall use their reasonable best efforts to cause those four members of the SCA Board of Directors nominated by any of the XL Parties to resign from SCA’s Board of Directors effective as of the Closing.
The SCA Shareholder Entity agrees that no SCA Shareholder Entity Nominee shall receive, directly or indirectly, any compensation or entitlement to indemnification, or be named as a beneficiary under any D&O insurance policy, for service on the SCA Board, any SCA Board committees or any SCA subsidiary boards or committees from the Consenting Counterparties or the SCA Shareholder Entity.
Such SCA Shareholder Entity Nominees will be allocated among the classes of the SCA Board as follows: (i) two to the “Class I” directors and (ii) one each to the “Class II” directors and “Class III” directors (or as substantially equivalent thereto if for any reason the SCA Board consists of more or fewer than nine directors), in each case, as such “classes” of directors are described in paragraph (3) of Section 8 of the Bye-Laws.
This Agreement (except for the provisions of Sections 3(a) and 3(e)) shall terminate upon the occurrence of the Voting Restriction Termination Event at which time the SCA Shareholder Entity shall cause the SCA Shareholder Entity Nominees to resign from the SCA Board and all directorships they hold in subsidiaries of SCA.
If, for any reason, there is a vacancy in the SCA Board, which vacancy is of a director so nominated by XL Capital, SCA shall replace that directorship as soon as practicable with a nominee selected by XL Capital.
Such nominees will be allocated among the classes of the SCA Board as follows: (i) two to the Class of Directors that initially has a one year term and (ii) one each to the Classes of Directors that initially have a two year and three year term (or as substantially equivalent thereto if for any reason the Board consists of more than nine directors).
The SCA Board may terminate the employment of any personnel for any reason deemed sufficient by the SCA Board subject to compliance with all federal and state laws, rules, and regulations for which a waiver has not been obtained from the State Board of Education.
Members of the SCA Board and other committees of SCA shall comply with state law and SCA Board policies and regulations regarding ethics and conflict of interest.
SCA and its employees shall agree to be bound by the restrictions of the Fair Campaign Practices Act, C.R.S. §§ 1- 45-101, et seq., in connection with election of the SCA Board, District Board Bond Issues and Mill Levy Overrides.
District policies will remain in effect and be followed by the SCA Board until the adoption of policies regarding these matters that are in compliance with applicable law and approved by the District.