Appointment and Removal of Representatives Sample Clauses

Appointment and Removal of Representatives. (a) The Chairman and Secretary of the Management Committee shall be chosen by the Management Committee. (b) Holders of a majority of the outstanding Voting Interests may vote at any time to remove any of the Representatives previously appointed by the holders of a majority of the outstanding Voting Interests, with or without cause, and may replace any Representative so removed, by sending notice of such removal and replacement to the other Members and the Principals. The Principals may at any time remove the Representative appointed by them, with or without cause, and may replace the Representative so removed, by sending notice of such removal and replacement to the Members. No Representative shall be removed from office, with or without cause, other than as provided in the preceding two sentences. (c) If any Representative is unwilling or unable to serve as such or is removed from office, before the transaction of any other business by the Management Committee, holders of a majority of the outstanding Voting Interests, in the case of any Representative appointed by holders of a majority of the outstanding Voting Interests, or the Principals, in the case of the Representative appointed by the Principals, shall appoint a successor to such Representative. (d) No compensation of, or expenses incurred by, the Representatives incident to their duties and responsibilities as such under this Agreement shall be paid by, or charged to, the Company.
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Appointment and Removal of Representatives. The Board shall ------------------------------------------ consist of such number of representatives as the Company shall determine, each of whom shall be appointed by, and serve at the pleasure of, VGP.
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Appointment and Removal of Representatives. (a) The Management Committee shall consist of five Representatives, three Representatives to be appointed by Insight and two Representatives to be appointed by TCI. The initial Representatives are specified in Schedule III. The Chairman and Secretary of the Management Committee shall be chosen by the Management Committee. (b) Each Member shall use its good faith efforts to designate its Representatives as promptly as is reasonably practicable so that the Committee shall at all times contain the number of Representatives provided for in Section 7.2(a). (c) Either Member may at any time, by written notice to the other Member, remove its Representatives, with or without cause, and substitute Representatives to serve in their stead. No Representative shall be removed from office, with or without cause, without the consent of the Member that designated him. (d) If any Representative is unwilling or unable to serve as such or is removed from office by the Member that designated him, before the transaction of any other business by the Management Committee, such Member shall designate a successor to such Representative. (e) The written notice of the Member appointing a Representative shall in each case set forth such Representative's business address and business telephone number. (f) Each Member shall promptly give written notice to the other Member of any change in the business address or business telephone number of any of its Representatives. (g) No compensation of, or expenses incurred by, the Representatives incident to their duties and responsibilities as such under this Agreement shall be paid by, or charged to, the Company.
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Appointment and Removal of Representatives. 7.2.1 The Board of Representatives shall consist of five voting members, three members to be appointed by the Adelphia General Partner and two members to be appointed by the TCI General Partner, subject to the provisions of Section 20.2 below. 7.2.2 Each General Partner shall use its good faith efforts to designate its Representatives as promptly as is reasonably practicable so that the Board shall at all times contain the number of voting Representatives provided for in Section 7.2.1. 7.2.3 Any General Partner may at any time, by written notice to the other General Partner, remove its Representatives, with or without cause, and substitute Representatives to serve in their stead. No Representative shall be removed from office, with or without cause, without the consent of the General Partner that designated him. 7.2.4 In the event any Representative is unwilling or unable to serve as such or is removed from office by the General Partner that designated him, before the transaction of any other business by the Board of Representatives, such General Partner shall designate the successor replacement to such Representative. 7.2.5 The written notice of a General Partner appointing a Representative shall in each case set forth such Representative's business and residence address and business telephone number. 7.2.6 Each General Partner shall promptly give written notice to the other General Partner of any change in the business or residence address or business telephone number of any of its Representatives. 7.2.7 No compensation of, or expenses incurred by, the Representatives incident to their duties and responsibilities as such under this Agreement shall be paid by, or charged to, the Partnership. 7.2.8 The Chairman and Secretary of the Board of Representatives shall be chosen by the Board of Representatives.
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Appointment and Removal of Representatives. The Management Committee shall consist of an equal number of representatives appointed by each Member. Initially, the Management Committee shall consist of a total of eight representatives, with four representatives appointed by TeleTech and four representatives appointed by Ford; provided that at least one of the representatives appointed by both Ford and TeleTech shall be outside representative not employed by the appointing Member. SCHEDULE 4.1(b) lists the initial representatives of the Management Committee and will be updated from time to time with any changes in such representatives made in accordance with this Section 4. 1. The Chairman of the Management Committee may be selected by a majority vote of the Management Committee; provided however, that in the event of a deadlock, the representatives appointed by TeleTech shall select the Chairman. A Member may remove and replace its representative to the Management Committee at any time upon written notice to the other Member, it being understood and agreed that a representative to the Management Committee may only be removed by the Member appointing such representative. If any representative of a Member is unable to attend any meeting of the Management Committee, such Member shall be entitled to designate an alternate representative to attend and vote at such meeting in lieu of such Member's regular representative. No member of the Management Committee shall be compensated by the Company, including reimbursement for out-of-pocket expenses.
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Appointment and Removal of Representatives. (a) The Partnership shall have an Advisory Committee consisting of five individual representatives of the Partners, three representatives to be appointed by the General Partner and two representatives to be appointed by the Limited Partner. The function of the Advisory Committee shall be to consult with and advise the General Partner regarding significant decisions relating to the Partnership, its Subsidiaries and their business and to make recommendations to the General Partner with respect thereto; provided that ultimate decision making power is vested in the General Partner, subject to the rights of the Limited Partner specified elsewhere in this Agreement and provided further that the Advisory Committee will not perform any functions or duties which, if performed by a Limited Partner, would constitute participation in the control of the business of the Partnership under the Act. The current representatives of the Partners, together with their respective business addresses and telephone numbers are specified in Schedule III. The Chairman and Secretary of the Advisory Committee shall be chosen by the Advisory Committee. (b) Each Partner shall use its good faith efforts to designate its representatives as promptly as is reasonably practicable so that the Advisory Committee shall at all times contain the number of representatives provided for in Section 7.1(a). (c) Either Partner may at any time, by written notice to the other Partner, remove its representatives, with or without cause, and substitute representatives to serve in their stead. No representative shall be removed from office, with or without cause, without the consent of the Partner that designated him. (d) The written notice of the Partner appointing a substitute representative shall in each case set forth such representative's business address and business telephone number. (e) Each Partner shall promptly give written notice to the other Partner of any change in the business address or business telephone number of any of its representatives. (f) The representatives appointed by the Partners shall be entitled to reimbursement from the Partnership for their travel expenses incident to their duties and responsibilities as such under this Agreement.
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Related to Appointment and Removal of Representatives

  • Appointment of Representatives 11.01 The Employer acknowledges the right of the Union to appoint employees as Union Representatives. The Union will provide the Employer with the names of all Union Representatives within a reasonable period. 11.02 The Union shall determine the jurisdiction of each Union Representative, having regard to the plan of organization, the distribution of employees at the workplace and the administrative structure implied by the grievance procedure covered by this Agreement.

  • Appointment and Removal of Directors The Directors shall be appointed and may be removed as follows: 4.2.1 The governing body of each Party shall appoint and designate in writing one regular Director who shall be authorized to act for and on behalf of the Party on matters within the powers of the Authority. The governing body of each Party also shall appoint and designate in writing one alternate Director who may vote on matters when the regular Director is absent from a Board meeting. The person appointed and designated as the Director or the alternate Director shall be a member of the governing body of the Party. 4.2.2 The Operating Rules and Regulations, to be developed and approved by the Board in accordance with Section 2.5.11, shall specify the reasons for and process associated with the removal of an individual Director for cause. Notwithstanding the foregoing, no Party shall be deprived of its right to seat a Director on the Board and any such Party for which its Director and/or alternate Director has been removed may appoint a replacement.

  • Appointment of Representative (a) Selection Upon the occurrence of an Event of Default, a single representative shall be appointed to represent all of the Holders (the “Representative”). The Representative (i) may, but need not, be a Holder; (ii) shall not be affiliated with or related to the Company; and (iii) shall be selected by the Holders as follows: 1. For a period of up to twenty (20) business days following the Notice of Default, the Holders shall confer among themselves as to the appointment of a Representative. 2. If at any time during such twenty (20) day period, the Holders of a majority of the Notes, measured by the original Principal Amount of each such Note (a “Majority”), agree as to the appointment of a Representative, that person shall be the Representative.

  • Resignation and Removal of Trustees Each of the Trustee and the Delaware Trustee may at any time resign and be discharged from the trust hereby created by giving written notice thereof to the Master Servicer. Upon receiving such notice of resignation, the Master Servicer shall promptly appoint a successor trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning trustee and one copy to the successor trustee. If no successor trustee shall have been so appointed and shall have accepted appointment within 30 days after the giving of such notice of resignation, the resigning trustee may petition any court of competent jurisdiction for the appointment of a successor trustee. If at any time the Trustee or the Delaware Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 and shall fail to resign after written request therefor by the Master Servicer, or if at any time the Trustee or the Delaware Trustee shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of such trustee or of its property shall be appointed, or any public officer shall take charge or control of such trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then the Master Servicer may remove such trustee and appoint a successor trustee by written instrument, in duplicate, copies of which instrument shall be delivered to the trustee so removed, the trustee continuing in its capacity and the successor trustee. The Holders of Certificates evidencing Percentage Interests aggregating more than 50% of REMIC II may at any time remove the Trustee or the Delaware Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys in-fact duly authorized, one complete set of which instruments shall be delivered to the Master Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Any resignation or removal of the Trustee or the Delaware Trustee and appointment of a successor trustee pursuant to any of the provisions of this Section 8.07 shall become effective upon acceptance of appointment by the successor trustee as provided in Section 8.08. Any expenses associated with the resignation of the Trustee or the Delaware Trustee shall be borne by such trustee, and any expenses associated with the removal of the Trustee or the Delaware Trustee shall be borne by the Master Servicer.

  • Resignation and Removal of the Depositary The Depositary may at any time resign as Depositary hereunder by written notice of its election so to do delivered to the Company, such resignation to take effect upon the appointment of a successor depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by 120 days prior written notice of such removal, to become effective upon the later of (i) the 120th day after delivery of the notice to the Depositary and (ii) the appointment of a successor depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall use its best efforts to appoint a successor depositary, which shall be a bank or trust company having an office in the Borough of Manhattan, The City of New York. Every successor depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor; but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Company shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver all right, title and interest in the Deposited Securities to such successor and shall deliver to such successor a list of the Owners of all outstanding American Depositary Shares. Any such successor depositary shall promptly mail notice of its appointment to the Owners. Any corporation into or with which the Depositary may be merged or consolidated shall be the successor of the Depositary without the execution or filing of any document or any further act.

  • RESIGNATION AND REMOVAL OF THE DEPOSITARY; APPOINTMENT OF SUCCESSOR CUSTODIAN The Depositary may at any time resign as Depositary under the Deposit Agreement by written notice of its election so to do delivered to the Company, to become effective upon the appointment of a successor depositary and its acceptance of such appointment as provided in the Deposit Agreement. The Depositary may at any time be removed by the Company by 90 days’ prior written notice of that removal, to become effective upon the later of (i) the 90th day after delivery of the notice to the Depositary and (ii) the appointment of a successor depositary and its acceptance of its appointment as provided in the Deposit Agreement. The Depositary in its discretion may at any time appoint a substitute or additional custodian or custodians.

  • Resignation and Removal of Depositary; the Custodian The Depositary may resign as Depositary by written notice of its election to do so delivered to the Company, or be removed as Depositary by the Company by written notice of such removal delivered to the Depositary. The Depositary may appoint substitute or additional Custodians and the term "Custodian" refers to each Custodian or all Custodians as the context requires.

  • Resignation and Removal; Appointment of Successor Trustee (a) No resignation or removal of the Trustee and no appointment of a successor Trustee pursuant to this Article shall become effective until the acceptance of appointment by the successor Trustee in accordance with the applicable requirements of Section 611 hereof. (b) The Trustee may resign at any time with respect to the Securities of one or more series by giving written notice thereof to the Company. If the instrument of acceptance by a successor Trustee required by Section 611 hereof shall not have been delivered to the Trustee within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Securities of such series. (c) The Trustee may be removed at any time with respect to the Securities of any series by Act of the Holders of a majority in principal amount of the Outstanding Securities of such series, delivered to the Trustee and to the Company. (d) If at any time: (1) the Trustee shall fail to comply with Section 310(b) of the Trust Indenture Act pursuant to Section 608 hereof with respect to any series of Securities after written request therefor by the Company or by any Holder who has been a bona fide Holder of a Security for at least six months, or (2) the Trustee shall cease to be eligible under Section 609 hereof and shall fail to resign after written request therefor by the Company or by any such Holder, or (3) the Trustee shall become incapable of acting or shall be adjudged a bankrupt or insolvent or a receiver of the Trustee or of its property shall be appointed or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then, in any such case, (i) the Company by a Board Resolution may remove the Trustee with respect to all Securities, or (ii) subject to Section 514 hereof, any Holder who has been a bona fide Holder of a Security for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the removal of the Trustee with respect to all Securities and the appointment of a successor Trustee or Trustees. If the instrument of acceptance by a successor Trustee required by Section 611 hereof shall not have been delivered to the Trustee within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Securities of such series. (e) If the Trustee shall resign, be removed or become incapable of acting, or if a vacancy shall occur in the office of Trustee for any cause, with respect to the Securities of one or more series, the Company, by a Board Resolution, shall promptly appoint a successor Trustee or Trustees with respect to the Securities of that or those series (it being understood that any such successor Trustee may be appointed with respect to the Securities of one or more or all of such series and that at any time there shall be only one Trustee with respect to the Securities of any particular series) and shall comply with the applicable requirements of Section 611 hereof. If, within one year after such resignation, removal or incapability, or the occurrence of such vacancy, a successor Trustee with respect to the Securities of any series shall be appointed by Act of the Holders of a majority in principal amount of the Outstanding Securities of such series delivered to the Company and the retiring Trustee, the successor Trustee so appointed shall, forthwith upon its acceptance of such appointment in accordance with the applicable requirements of Section 611 hereof, become the successor Trustee with respect to the Securities of such series and to that extent supersede the successor Trustee appointed by the Company. If no successor Trustee with respect to the Securities of any series shall have been so appointed by the Company or the Holders and accepted appointment in the manner required by Section 611 hereof, any Holder who has been a bona fide Holder of a Security of such series for at least six months may, on behalf of himself and all others similarly situated, petition any court of competent jurisdiction for the appointment of a successor Trustee with respect to the Securities of such series. (f) The Company shall give notice of each resignation and each removal of the Trustee with respect to the Securities of any series and each appointment of a successor Trustee with respect to the Securities of any series by mailing written notice of such event by first-class mail, postage prepaid, to all Holders of Securities of such series as their names and addresses appear in the Security Register. Each notice shall include the name of the successor Trustee with respect to the Securities of such series and the address of its Corporate Trust Office.

  • Resignation and Removal of the Depositary; Appointment of Successor Depositary The Depositary may at any time resign as Depositary hereunder by written notice of resignation delivered to the Company, such resignation to be effective on the earlier of (i) the 90th day after delivery thereof to the Company (whereupon the Depositary shall be entitled to take the actions contemplated in Section 6.2), or (ii) the appointment by the Company of a successor depositary and its acceptance of such appointment as hereinafter provided. The Depositary may at any time be removed by the Company by written notice of such removal, which removal shall be effective on the later of (i) the 90th day after delivery thereof to the Depositary (whereupon the Depositary shall be entitled to take the actions contemplated in Section 6.2), or (ii) upon the appointment by the Company of a successor depositary and its acceptance of such appointment as hereinafter provided. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall use its best efforts to appoint a successor depositary, which shall be a bank or trust company having an office in the Borough of Manhattan, the City of New York. Every successor depositary shall be required by the Company to execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor depositary, without any further act or deed (except as required by applicable law), shall become fully vested with all the rights, powers, duties and obligations of its predecessor (other than as contemplated in Sections 5.8 and 5.9). The predecessor depositary, upon payment of all sums due it and on the written request of the Company, shall, (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder (other than as contemplated in Sections 5.8 and 5.9), (ii) duly assign, transfer and deliver all of the Depositary’s right, title and interest to the Deposited Property to such successor, and (iii) deliver to such successor a list of the Holders of all outstanding ADSs and such other information relating to ADSs and Holders thereof as the successor may reasonably request. Any such successor depositary shall promptly provide notice of its appointment to such Holders. Any entity into or with which the Depositary may be merged or consolidated shall be the successor of the Depositary without the execution or filing of any document or any further act.

  • Resignation and Removal of Trustee The Trustee may at any time resign and be discharged from the trusts hereby created by giving written notice of resignation to the Depositor, the Master Servicer and each Rating Agency not less than 60 days before the date specified in such notice when, subject to Section 8.08, such resignation is to take effect, and acceptance by a successor trustee in accordance with Section 8.08 meeting the qualifications set forth in Section 8.06. If no successor trustee meeting such qualifications shall have been so appointed and have accepted appointment within 30 days after the giving of such notice or resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor trustee. If at any time the Trustee shall cease to be eligible in accordance with the provisions of Section 8.06 hereof and shall fail to resign after written request thereto by the Depositor, or if at any time the Trustee shall become incapable of acting, or shall be adjudged as bankrupt or insolvent, or a receiver of the Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, or a tax is imposed with respect to the Trust Fund by any state in which the Trustee or the Trust Fund is located and the imposition of such tax would be avoided by the appointment of a different trustee, then the Depositor or the Master Servicer may remove the Trustee and appoint a successor trustee by written instrument, in triplicate, one copy of which instrument shall be delivered to the Trustee, one copy of which shall be delivered to the Master Servicer and one copy to the successor trustee. The Holders of Certificates entitled to at least 51% of the Voting Rights may at any time remove the Trustee and appoint a successor trustee by written instrument or instruments, in triplicate, signed by such Holders or their attorneys-in-fact duly authorized, one complete set of which instruments shall be delivered by the successor Trustee to the Master Servicer, one complete set to the Trustee so removed and one complete set to the successor so appointed. Notice of any removal of the Trustee shall be given to each Rating Agency by the successor trustee. Any resignation or removal of the Trustee and appointment of a successor trustee pursuant to any of the provisions of this Section 8.07 shall become effective upon acceptance of appointment by the successor trustee as provided in Section 8.08 hereof.

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