Appointment and replacement of Directors Sample Clauses

Appointment and replacement of Directors. Each of the Major Shareholders (each an Appointer) may each from time to time: (a) propose for appointment four Directors; and (b) propose the replacement of any or all of the Directors proposed by it in accordance with paragraph (a) above by notice in writing sent to the Company and to the other Directors, as further specified in clause 5.4, provided that the Major Shareholders undertake that they shall not propose for appointment a Director who is ineligible to be a director under any applicable law or any provision of the Articles or is a Sanctioned Person and shall promptly take all steps necessary to replace any Director who becomes ineligible or a Sanctioned Person.
Sample 1
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Appointment and replacement of Directors. Each of the Major Shareholders (each an Appointer) may each from time to time: (a) appoint one Director; and (b) remove its Director appointed by it in accordance with paragraph (a) and appoint another in his/her place, above by notice in writing sent to XxxXx and to the other Directors, provided that the Major Shareholders undertake that they shall not appoint a Director who is ineligible to be a director under any applicable law or any provision of the Constitution or is a Sanctioned Person and shall promptly take all steps necessary to replace any Director who becomes ineligible or a Sanctioned Person.
Sample 1
Appointment and replacement of Directors. Except as they may otherwise unanimously agree in writing, the parties hereto agree that all voting rights in respect of their Shares shall be exercised to effect the following: (a) the Board of Directors of the Corporation will consist of not less than six and not more than nine directors; (b) the election and maintenance in office as directors of two nominees of the Venture Group; (c) the election and maintenance in office as directors of the balance of the members of the board as nominees of the Management Group; (d) upon the end of the term of any director for any reason whatsoever, the nominator of the vacating director shall be entitled to replace its nominee and to nominate the director's successor who shall promptly be elected a director as contemplated herein; and
Sample 1

Related to Appointment and replacement of Directors

  • 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 Directors Immediately upon the Effective Time, Parent shall, in accordance with Section 2.3(d), accept the resignations and cause the appointments of those officers and directors of Parent identified in Exhibit C hereto, subject to any notice and waiting period requirements of federal law. At the first annual meeting of Parent’s stockholders and thereafter, the election of members of Parent’s Board of Directors shall be accomplished in accordance with the by-laws of Parent.

  • Appointment of Director The Company, subject to the requisite prior-approval of the Board of Directors, hereby: (a) appoints the Director to perform the Services for the benefit of the Company as hereinafter set forth; (b) appoints the Director to the Board of Directors of the Company; and (c) authorizes the Director to exercise such powers as provided under this Agreement. The Director accepts such appointment on the terms and conditions herein set forth.

  • Election and Removal of Directors Upon election by the Member, each Director shall hold office until his or her death, disability, resignation or removal at any time at the pleasure of the Member. If a vacancy occurs on the Board, the Member shall, as soon as practicable after the occurrence of such vacancy, elect a successor so that the Board remains fully constituted at all times.

  • Appointment of Managers With effect from the day and year stated in Box 4 and continuing unless and until terminated as provided herein, the Owners hereby appoint the Managers and the Managers hereby agree to act as the Managers of the Vessel.

  • Appointment and Services (a) The Trust appoints the Administrator to provide the administrative services set out in Appendix A to this Agreement (the “Administrative Services”) for the benefit of the Trust and the Funds. The Administrator accepts its appointment and agrees to provide the Administrative Services for the compensation set out in this Agreement. (b) The Trust appoints the Administrator to provide the fund accounting services set out in Appendix B to this Agreement (the “Fund Accounting Services”) for the benefit of the Trust and the Funds. The Administrator accepts its appointment and agrees to provide the Fund Accounting Services for the compensation set out in this Agreement.

  • Resignations of Directors Any directors of the Company, other than those identified on Schedules 2.1, shall have resigned as directors of the Company.

  • Removal of Directors Unless otherwise restricted by law, any Director or the entire Board of Directors may be removed or expelled, with or without cause, at any time by the Member, and, subject to Section 10, any vacancy caused by any such removal or expulsion may be filled by action of the Member.

  • Appointment of Officers The Board shall appoint the officers of the Corporation, except such officers as may be appointed in accordance with the provisions of Section 5.3 of these bylaws.

  • Appointment of Manager Owner hereby engages and retains Manager as the manager and as tenant coordinating agent of the Properties, and Manager hereby accepts such appointment on the terms and conditions hereinafter set forth; it being understood that this Management Agreement shall cause Manager to be, at law, Owner’s agent upon the terms contained herein.

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