Common use of Alternate Directors Clause in Contracts

Alternate Directors. 35.1 Any Director (but not an alternate Director) may by writing appoint any other Director, or any other person willing to act, to be an alternate Director and by writing may remove from office an alternate Director so appointed by him. 35.2 An alternate Director shall be entitled to receive notice of all meetings of Directors and of all meetings of committees of Directors of which his appointor is a member, to attend and vote at every such meeting at which the Director appointing him is not personally present, to sign any written resolution of the Directors, and generally to perform all the functions of his appointor as a Director in his absence. 35.3 An alternate Director shall cease to be an alternate Director if his appointor ceases to be a Director. 35.4 Any appointment or removal of an alternate Director shall be by notice to the Company signed by the Director making or revoking the appointment or in any other manner approved by the Directors. 35.5 Subject to the provisions of the Articles, an alternate Director shall be deemed for all purposes to be a Director and shall alone be responsible for his own acts and defaults and shall not be deemed to be the agent of the Director appointing him.

Appears in 4 contracts

Samples: Business Combination Agreement (RMG Acquisition Corp. II), Share Purchase Agreement (Momo Inc.), Merger Agreement (Sonus Networks Inc)

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Alternate Directors. 35.1 22.1 Any Director (but not an alternate Director) may by writing appoint any other Director, or any other person willing to act, to be an alternate Director and by writing may remove from office an alternate Director so appointed by him. 35.2 22.2 An alternate Director shall be entitled to receive notice of all meetings of Directors and of all meetings of committees of Directors of which his appointor is a member, to attend and vote at every such meeting at which the Director appointing him is not personally present, to sign any written resolution of the Directors, Directors (in place of his appointor) and generally to perform all the functions of his appointor as a Director in his absence. 35.3 22.3 An alternate Director shall cease to be an alternate Director if his appointor ceases to be a Director. 35.4 22.4 Any appointment or removal of an alternate Director shall be by written notice to the Company at its registered office, signed by the Director making or revoking the appointment appointment, or in any other manner approved by the Directors. 35.5 22.5 Subject to the provisions of the these Articles, an alternate Director shall be deemed for all purposes to be a Director and shall alone be responsible for his own acts and defaults and shall not be deemed to be the agent of the Director appointing him.

Appears in 3 contracts

Samples: Share Purchase Agreement (Bertelsmann SE & Co. KGaA), Share Purchase Agreement (Bertelsmann SE & Co. KGaA), Business Combination Agreement (HPX Corp.)

Alternate Directors. 35.1 Any Director (but not an alternate Director) may by writing appoint any other Director, or any other person willing to act, to be an alternate Director and by writing may remove from office an alternate Director so appointed by himthem. 35.2 An alternate Director shall be entitled to receive notice of all meetings of Directors and of all meetings of committees of Directors of which his their appointor is a member, to attend and vote at every such meeting at which the Director appointing him them is not personally present, to sign any written resolution of the Directors, and generally to perform all the functions of his their appointor as a Director in his their absence. 35.3 An alternate Director shall cease to be an alternate Director if his their appointor ceases to be a Director. 35.4 Any appointment or removal of an alternate Director shall be by notice to the Company signed by the Director making or revoking the appointment or in any other manner approved by the Directors. 35.5 Subject to the provisions of the Articles, an alternate Director shall be deemed for all purposes to be a Director and shall alone be responsible for his their own acts and defaults and shall not be deemed to be the agent of the Director appointing himthem.

Appears in 2 contracts

Samples: Merger Agreement (GLORY STAR NEW MEDIA GROUP HOLDINGS LTD), Merger Agreement (Pacifico Acquisition Corp.)

Alternate Directors. 35.1 36.1 Any Director (but not an alternate Director) may by writing appoint any other Director, or any other person willing to act, to be an alternate Director and by writing may remove from office an alternate Director so appointed by him. 35.2 36.2 An alternate Director shall be entitled to receive notice of all meetings of Directors and of all meetings of committees of Directors of which his appointor is a member, to attend and vote at every such meeting at which the Director appointing him is not personally present, to sign any written resolution of the Directors, and generally to perform all the functions of his appointor as a Director in his absence. 35.3 36.3 An alternate Director shall cease to be an alternate Director if his appointor ceases to be a Director. 35.4 36.4 Any appointment or removal of an alternate Director shall be by notice to the Company signed by the Director making or revoking the appointment or in any other manner approved by the Directors. 35.5 36.5 Subject to the provisions of the Articles, an alternate Director shall be deemed for all purposes to be a Director and shall alone be responsible for his own acts and defaults and shall not be deemed to be the agent of the Director appointing him.

Appears in 1 contract

Samples: Business Combination Agreement (Magnum Opus Acquisition LTD)

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Alternate Directors. 35.1 34.1 Any Director (but not other than an alternate Director) may by writing appoint any other Director, or any other person willing to act, to be an alternate Director and by writing may remove from office an alternate Director so appointed by him. 35.2 34.2 An alternate Director shall be entitled to receive notice of all meetings of Directors and of all meetings of committees of Directors of which his appointor is a member, to attend and vote at every such meeting at which the Director appointing him is not personally present, to sign any written resolution of the Directors, and generally to perform all the functions of his appointor as a Director in his absence. 35.3 34.3 An alternate Director shall cease to be an alternate Director if his appointor ceases to be a Director. 35.4 34.4 Any appointment or removal of an alternate Director shall be by notice to the Company signed by the Director making or revoking the appointment or in any other manner approved by the Directors. 35.5 Subject to the provisions of the Articles, an 34.5 An alternate Director shall be deemed for all purposes to be a Director and shall alone be responsible for his own acts and defaults and shall not be deemed to be the agent of the Director appointing him.

Appears in 1 contract

Samples: Merger Agreement (Hennessy Capital Acquisition Corp IV)

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