Common use of Appointment and Powers of Other Committees Clause in Contracts

Appointment and Powers of Other Committees. The directors may, by resolution: (1) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) delegate to a committee appointed under paragraph (1) any of the directors’ powers, except: (a) the power to fill vacancies in the board of directors; (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 26 contracts

Samples: Incorporation Agreement, Incorporation Agreement (QualTek Wireline LLC), Business Combination Agreement

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Appointment and Powers of Other Committees. The directors may, by resolution:, (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors’ powers, except: (ai) the power to fill vacancies in the board of directors; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directors; board, and (div) the power to appoint or remove officers appointed by the directorsboard; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 4 contracts

Samples: Business Combination Agreement (Jupiter Acquisition Corp), Incorporation Agreement (BirchBioMed Inc.), Merger Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors’ powers, except: (ai) the power to fill vacancies in the board of directors; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directors; and (div) the power to appoint or remove officers appointed by the directors; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 4 contracts

Samples: Business Combination Agreement (Forbion European Acquisition Corp.), Merger Agreement, Share Purchase Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1) . appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) . delegate to a committee appointed under paragraph (1) any of the directors’ powers, except: (a) the power to fill vacancies in the board of directors; (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) . make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 3 contracts

Samples: Amalgamation Agreement, Amalgamation Agreement, Amalgamation Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) delegate to a committee appointed under paragraph (1) any of the directors' powers, except: (a) the power to fill vacancies in the board of directors; (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors' resolution.

Appears in 3 contracts

Samples: Amalgamation Agreement, Amalgamation Agreement, Amalgamation Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) delegate to a committee appointed under paragraph (1) any of the directors’ powers, except: (a) the power to fill vacancies in the board of directors; (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 2 contracts

Samples: Business Combination Agreement, Amalgamation Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) delegate to a committee appointed under paragraph (1) any of the directors’ powers, except: (a) the power to fill vacancies in the board of directors;directors;‌ (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 2 contracts

Samples: Amalgamation Agreement, Business Combination Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors’ powers, except:: CAN: 28357429.1 (ai) the power to fill vacancies in of the board of directorsboard; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directorsboard; and (div) the power to appoint or remove officers appointed by the directorsboard; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 1 contract

Samples: Business Combination Agreement (Acreage Holdings, Inc.)

Appointment and Powers of Other Committees. The directors may, by resolution: (1) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2) delegate to a committee appointed under paragraph (1) any of the directors’ powers, except: (a) the power to fill vacancies in the board of directors; (b) the power to remove a director; (c) the power to change the membership of, or fill vacancies in, any committee of the directors; and (d) the power to appoint or remove officers appointed by the directors; and (3) make any delegation referred to in paragraph (2) subject to the conditions set out in the resolution or any subsequent directors’ resolution.. 26 PXXXXXXXX AXXXX

Appears in 1 contract

Samples: Incorporation Agreement (Boart Longyear Australia Pty LTD)

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Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors' powers, except: (ai) the power to fill vacancies in the board of directors; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directors; and (div) the power to appoint or remove officers appointed by the directors; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors' resolution.

Appears in 1 contract

Samples: Business Combination Agreement (Acreage Holdings, Inc.)

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors’ powers, except: (ai) the power to fill vacancies in of the board of directorsboard; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directorsboard; and (div) the power to appoint or remove officers appointed by the directorsboard; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 1 contract

Samples: Business Combination Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors' powers, except: (ai) the power to fill vacancies in the board of directors; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies inIll, any committee of the directors; and (div) the power to appoint or remove officers appointed by the directors; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors' resolution.

Appears in 1 contract

Samples: Amalgamation Agreement

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (118.2(a) any of the directors’ powers, except: (ac) the power to fill vacancies in the board of directors; (bd) the power to remove a director; (ce) the power to change the membership of, or fill vacancies in, any committee of the directors; and (df) the power to appoint or remove officers appointed by the directors; and (3g) make any delegation referred to in paragraph (218.2(b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 1 contract

Samples: Merger Agreement (Lions Gate Entertainment Corp /Cn/)

Appointment and Powers of Other Committees. The directors may, by resolution: (1a) appoint one or more committees (other than the executive committee) consisting of the director or directors that they consider appropriate; (2b) delegate to a committee appointed under paragraph (1a) any of the directors' powers, except: (ai) the power to fill vacancies in of the board of directorsboard; (bii) the power to remove a director; (ciii) the power to change the membership of, or fill vacancies in, any committee of the directorsboard; and (div) the power to appoint or remove officers appointed by the directorsboard; and (3c) make any delegation referred to in paragraph (2b) subject to the conditions set out in the resolution or any subsequent directors’ resolution.

Appears in 1 contract

Samples: Class a Preferred Share Purchase Agreement (Mechanical Technology Inc)

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