Summit Board definition
Examples of Summit Board in a sentence
The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly approved by the Summit Board.
This Agreement and the transactions contemplated hereby have been authorized by all necessary corporate action of Summit and the Summit Board.
Further, if any member of the Board of Summit as of the date of the Agreement is not a Summit designee and has not already resigned from the Summit Board, Summit shall have received, and delivered copies to OrCAD of, the resignations from the Summit Board of Directors of each such member, to be effective on or before the Effective Time.
The Summit Board of Directors may terminate the Executive's employment at any time, but, except in the case of Termination for Cause, termination of employment shall not prejudice the Executive's right to compensation or other benefits under this Agreement.
At Closing, the following steps shall have taken place: SUMMIT NOMINATIONS: The President and Chief Executive Officer of Summit shall have nominated two outside members of the post-Closing Summit Board of Directors to serve on the Board Nominating Committee and two members of the post-Closing Summit Board of Directors to serve on the Merger Oversight Committee.
This Agreement and the transactions ------------------- contemplated hereby have been authorized by all necessary corporate action of Summit and the Summit Board.
The Summit Board has taken all actions so that the restrictions contained in Section 203 of the Delaware Law applicable to a "business combination" (as defined in such Section 203) will not apply to the execution, delivery or performance of this Agreement or to the consummation of the Merger or the other transactions contemplated by this Agreement.
Unless the Summit Board withdraws, modifies or refrains from making the recommendation set forth in Section 5.1(b) in accordance with Section 5.1(b), Summit will use its best efforts to solicit from its stockholders proxies in favor of the approval of the issuance of shares of Summit Common Stock by virtue of the Merger, and will take all other action necessary or advisable to secure the vote or consent of its stockholders required by the rules of the National Association of Securities Dealers, Inc.
Except in the case of a Summit Adverse Recommendation change made in accordance with Section 6.04(a), the Board of Directors shall recommend that the holders of the Summit Common Stock and Summit Class B Common Stock approve the issuance of Summit Common Stock pursuant to this Agreement, and Summit shall (i) include the Summit Board Recommendation in the Proxy Statement, and (ii) use its reasonable best efforts to obtain the Summit Stockholder Approval.
As Chairman of the Board, Chief Executive Officer, and President, Executive shall render administrative and management services as are customarily performed by persons situated in similar executive capacities, including but not limited to such duties and responsibilities as set forth in Exhibit A, and shall have such other powers and duties of an officer of Summit as the Summit Board of Directors may prescribe from time to time.