Examples of Series B Preferred Directors in a sentence
The Company covenants and agrees that at all times at least (a) one (1) of the Series B Preferred Directors shall be a member of each of the Audit Committee and the Best Practices Committee and (b) the two (2) directors of the Board designated by Phoenix under the Certificate of Designation shall be members of each of the Finance Committee, Compensation Committee and Nominating Committee.
Notwithstanding the foregoing, but subject to Section 4(a)(v), a Series B Preferred Director elected under Section 4(a)(i) shall serve until such Series B Preferred Director's successor is duly elected and qualified or until such director's earlier removal as provided in Section 4(a)(iii) or death or resignation and, in the event a vacancy occurs, a replacement Series B Preferred Director shall be selected as provided in Section 4(a)(i).
The value of such property, rights or securities shall be determined in good faith by the Board of Directors, including the approval of a majority of Preferred Directors (as defined herein) then in office, which must include the approval of at least one of the Series B Preferred Directors (the “Requisite Preferred Directors”).
The Company shall maintain director and officer insurance covering the Series A Preferred Directors, the Series B Preferred Directors and the Series C Preferred Directors on the same terms and with the same amount of coverage as is provided to other members of the Board.
The Company shall use commercially reasonable efforts to maintain from financially sound and reputable insurers Directors and Officers liability insurance, in an amount and on terms and conditions satisfactory to the Board of Directors, including at least one of the Series B Preferred Directors, until such time as the Board of Directors determines that such insurance should be discontinued.
In the case of any vacancy in the office of either of the Series B Preferred Directors, the Series B Preferred Stockholders by the affirmative vote of the holders of a majority of the shares of Series B Preferred Stock, shall nominate and elect a successor to hold the office for the unexpired term of the director whose place shall be vacant.
The Series B Preferred Directors shall be entitled to reimbursement from the Company for all costs and expenses in attending any meetings of the Board of Directors or any committee thereof.
So long as any shares of Series C Preferred Stock are outstanding, the holders of record of the shares of Series C Preferred Stock, voting together as a separate class on an as-converted basis, shall be entitled to elect one director of this Corporation (the “Series C Preferred Director” and together with the Series B Preferred Directors, the “Preferred Directors”).
Upon expiration of the initial terms of such Series B Preferred Directors, so long as the Series B Preferred Stock is outstanding, ACI shall have the right, subject to Section 4(a)(vi), to elect two Series B Preferred Directors to replace such directors in the same manner described above in Section 4(a)(i).
Notwithstanding the foregoing, a Series B Preferred Director elected under Section 4(a)(i) shall serve until such Series B Preferred Director's successor is duly elected and qualified or until such director's earlier removal as provided in Section 4(a)(iii) or death or resignation and, in the event a vacancy occurs, a replacement Series B Preferred Director shall be selected as provided in Section 4(a)(i).