APPOINTMENT OF BOARD OF DIRECTORS Sample Clauses

APPOINTMENT OF BOARD OF DIRECTORS. The Members shall appoint a Board of Directors as follows:
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APPOINTMENT OF BOARD OF DIRECTORS. Within ten (10) days following the Closing, Lime shall use its best efforts to cause Xxxxxxxxxxx X. Xxxxx to be appointed as a director of Lime. Unless otherwise notified by Xxxxxxx X. Xxxxxxx, for so long as Xxxxxxx X. Xxxxxxx shall own any of the capital stock of Lime, Lime shall use its best efforts to cause Xx. Xxxxx to be nominated as a director for each election of directors, unless Xx. Xxxxx shall have resigned or been removed in accordance with Delaware law.
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APPOINTMENT OF BOARD OF DIRECTORS. Effective as of the Closing, (i) the Board of Directors of the Seller shall have increased the size of the Board from three to four members, (ii) one current Board member, to be identified by the Seller, and subject to approval by Buyer, shall have resigned, and (iii) the remaining Board members shall have nominated and appointed as new directors to the Board effective as of the Closing two persons designated by Buyer.
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APPOINTMENT OF BOARD OF DIRECTORS. On the Closing Date, Xxxxx Xxxxxxx shall be appointed to the board of directors of 7th Level. 7th Level acting through its board of directors, subject to its fiduciary duty and in accordance with its charter and by-laws and applicable law, shall (i) (A) if there is no vacancy, increase the size of its board of directors by one (1), (B) elect Xxxxx Xxxxxxx to the board of directors to the newly created directorship to hold office until his successor is elected at a special or annual meeting of the stockholders, and (C) in connection with any such subsequent election of directors, nominate, recommend and do all other acts and things to cause (including, without limitation, voting all shares for which 7th Level's management or board of directors holds proxies (including undesignated proxies) unless otherwise provided by the stockholders submitting such proxies) to be elected to the board of directors. Notwithstanding any provision hereof, the rights of Xxxxx Xxxxxxx set forth in this Section 6.04 shall only apply so long as he serves as an Executive Vice President of 7th Level.
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APPOINTMENT OF BOARD OF DIRECTORS. After the Closing the Purchaser shall be authorized to nominate and appoint, at all times hereafter, that number of members to the Company’s Board of Directors which is equal to at least Fifty (50%) Percent of the Members of the Company’s Board of Directors. Initially, Purchaser shall be entitled to appoint three (3) of five (5) members of the Company’s Board of Directors, to hold office until a successor is duly elected in accordance with the terms of the Company’s By-laws. The Company shall consult with the Purchaser and advise Purchaser prior to entering into any material business ventures or contracts relating to the Company’s business activities.
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APPOINTMENT OF BOARD OF DIRECTORS. On the Closing Date, Xxxxxxx Xxxx shall have the right to appoint three (3) persons to the board of directors of 7th Level. 7th Level acting through its board of directors, subject to its fiduciary duty and in accordance with its charter and by-laws and applicable law, shall (i) (A) increase the size of its board of directors by three (3), (B) elect the designees of Xxxxxxx Xxxx to the board of directors to the newly created directorships to hold office until their respective successors are elected at a special or annual meeting of the stockholders, and (C) in connection with any such subsequent election of directors, nominate, recommend and do all other acts and things to cause (including, without limitation, voting all shares for which 7th Level's management or board of directors holds proxies (including undesignated proxies) unless otherwise provided by the stockholders submitting such proxies) the persons referenced in the preceding clause (B) to be elected to the board of directors. In the event the directors elected pursuant to this Section 6.09 shall cease to serve as directors for any reason, 7th Level shall cause (subject to its fiduciary duty and the provisions of its charter and by-laws and applicable law) the vacancies resulting thereby to be filled as promptly as practicable by persons selected by Xxxxxxx Xxxx. Notwithstanding any provision hereof, if at any time after the Closing Date Xxxxxxx Xxxx beneficially owns less than 1/3 of the shares of 7th Level Common Stock received by him in connection with the Merger (and assuming for such purposes, the conversion of all Series D Stock into 7th Level Common Stock), then his right shall be limited to appoint two (2) directors, and if at any time after the Closing Date Xxxxxxx Xxxx beneficially owns less than 1/3 of the shares of 7th Level Common Stock received by him in connection with the Merger (and assuming for such purposes, the conversion of all Series D Stock into 7th Level Common Stock), then his right shall be limited to having himself appointed to the board of directors so long as he serves as Chief Executive Officer of 7th Level.
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APPOINTMENT OF BOARD OF DIRECTORS. Each of the Company Appointees shall have been duly appointed to the board of directors of Parent effective as of the Effective Time.
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APPOINTMENT OF BOARD OF DIRECTORS. (a) The initial Board of Directors shall consist of five (5) Directors who shall be appointed as follows:
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APPOINTMENT OF BOARD OF DIRECTORS 
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Related to APPOINTMENT OF BOARD OF DIRECTORS

  • Appointment of Directors The Directors shall be appointed as follows:

  • Appointment of Director The Company, subject to the requisite prior-approval of the Board of Directors, hereby:

  • The Board of Directors AGREES TO—

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Composition of the Board of Directors Promptly upon the Share Purchase, Sub shall be entitled to designate such number of directors on the Board of Directors of the Corporation, rounded up to the next whole number, as will give Sub, subject to compliance with Section 14(f) of the Exchange Act, representation on such Board of Directors equal to at least that number of directors which equals the product of the total number of directors on the Board of Directors (giving effect to the directors elected pursuant to this sentence) multiplied by a fraction, the numerator of which shall be the number of shares of Common Stock so accepted for payment and paid for or otherwise acquired or owned by Sub or Parent and the denominator of which shall be the number of shares of Common Stock then outstanding, and the Corporation and its Board of Directors shall, at such time, take any and all such action needed to cause Sub's designees to be appointed to the Corporation's Board of Directors (including to cause directors to resign). Promptly upon the Share Purchase, Corporation and its Board of Directors shall take such further action as may be requested by Sub to cause Sub's designees to constitute at least a majority of the Board of Directors of each direct or indirect Subsidiary of the Corporation (other than Allied Bond & Collection Agency, Inc.). Subject to applicable law, the Corporation shall take all action requested by Parent which is reasonably necessary to effect any such election, including mailing to its shareholders an Information Statement containing the information required by Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder, and the Corporation agrees to make such mailing with the mailing of the Schedule 14D-9 so long as Sub shall have provided to the Corporation on a timely basis all information required to be included in such Information Statement with respect to Sub's designees. In furtherance thereof, the Corporation will increase the size of the Corporation's Board of Directors, or use its reasonable efforts to secure the resignation of directors, or both, as is necessary to permit Sub's designees to be elected to the Corporation's Board of Directors. Upon the Share Purchase (as defined in Section 1.1 hereof) all directors of the Corporation, other than Sub's designees and two directors of Corporation, and, unless otherwise agreed, all officers of the Corporation shall resign.

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

  • Leave, Board of Directors A nurse who is elected to the Board of Directors of the Ontario Nurses' Association, other than to the office of President, shall be granted upon request such leave(s) of absence as she or he may require to fulfill the duties of the position. Reasonable notice - sufficient to adequately allow the Hospital to minimize disruption of its services shall be given to the Hospital for such leave of absence. Notwithstanding Article 10.04, there shall be no loss of seniority or service for a nurse during such leave of absence. Leave of absence under this provision shall be in addition to the Union leave provided in Article 11.02

  • Management by Board of Directors (a) The management of the Company is fully reserved to the Members, and the Company shall not have “managers” as that term is used in the Act. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Members, who, except as expressly provided otherwise in this Agreement, shall make all decisions and take all actions for the Company.

  • Resignation of Directors A director may resign at any time by delivering written notice to the Board, its Chairman (as hereinafter defined), if any, or the Company. A resignation shall be effective when the notice is delivered unless the notice specifies a later effective date.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

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