Appointment and Term of Managers Sample Clauses

Appointment and Term of Managers. So long as REI or its Affiliate is a Member, REI shall have the right to designate THREE (3) Managers to serve on the Board; so long as HCM or its Affiliate is a Member HCM shall be entitled to appoint ONE (1) person to the Board of Managers; and so long as NGA or its Affiliate is a Member, NGA shall be entitled to appoint ONE (1) person to the Board of Managers. The Members shall designate the respective Managers each year at the annual meeting and each Manager shall hold office until the expiration of the term for which such Manager has been designated and until his successor has been designated, except in the case of death, removal or resignation. Notwithstanding any other provision of this Operating Agreement, (i) the right NGA to designate a Manager cannot be changed or amended without the express written consent of NGA; (ii) the right of HCM to designate a Manager cannot be changed or amended without the express written consent of HCM; and (iii) the right of REI to designate THREE (3) Managers cannot be changed or amended without the express written consent of REI.
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Appointment and Term of Managers. The Management Committee shall be comprised of seven members. Four members shall be appointed by West Coast MediaNews, two members shall be appointed by Donrey and one member shall be appointed jointly by Sun and MWSB. The managers shall act solely as the agents of the Partners appointing them. Each manager shall serve at the pleasure of the Partner appointing him and until his successor has been duly appointed, or until his resignation or removal. In addition, the Chief Executive Officer of the Partnership, as named pursuant to Section 8.8(a), shall be entitled to attend all meetings and participate in all discussions of the Management Committee except as to matters regarding the Chief Executive Officer or as otherwise determined by the Management Committee. Each Partner shall also be entitled to designate one non-voting observer to attend and participate in all meetings of the Management Committee.
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Appointment and Term of Managers. The Board shall consist of four Managers. FGI and PIH shall each have the right to appoint two of the four Managers (the “Managers”). The Board shall from time to time by majority vote elect one or more Chairmen of the Board (each, a “Chairman of the Board”) who shall preside at all meetings of the Board and shall have such other powers and duties as may be delegated to him or her by the Board. Each Manager shall hold office from the time of his, her or its appointment until his, her or its resignation or removal. Any Member appointing a Manager may at any time with or without cause remove any Manager appointed by it and may appoint a successor Manager by written notice to the other Member. Any Manager may resign at any time upon written notice to the Company. Any such resignation shall take effect at the time specified therein or, if the time be not specified, upon receipt thereof, and the acceptance of such resignation, unless required by the terms thereof, shall not be necessary to make such resignation effective. Managers may receive compensation for services to the Company in their capacities as Managers or otherwise in such manner and in such amounts as may be fixed from time to time by the unanimous approval of the Members. Managers shall be reimbursed by the Company for any reasonable out-of-pocket expenses incurred in connection with attending any meeting of the Board.
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Appointment and Term of Managers. Initially, the Company shall have one (1) Manager, who shall be Xxxxxx Xxxxx. Within ninety (90) days after the Company first issues Preferred Units, the Company shall have three (3) Managers appointed in accordance with this Section 6.1(b). The name of each Manager shall be as set forth on Schedule 6.1(b). Unless a Manager resigns, dies or is removed, each Manager shall hold office for one year. A Manager does not need to be a Member. If the Manager is also a Member, any such removal shall not affect the Manager’s rights as a Member or constitute his, her or its withdrawal as a Member. Within ninety (90) days after the Company first issues Preferred Units, (i) the Preferred Unit Holders shall, by majority vote of the Preferred Units then outstanding, appoint one (1) Manager to the Board; (ii) the Common Unit Holders shall, by majority vote of the Common Units then outstanding, appoint one (1) Manager to the Board; and (iii) a third Manager shall be appointed by a majority of the Preferred Units and a majority of the Common Units, voting separately. Additional Managers, up to a maximum of seven (7), may be appointed by a majority of the then serving Managers, including the Manager appointed by the Common Unit Holders and the Manager appointed by the Preferred Units Holders, to serve until the next Annual Meeting at which time any such additional Managers shall be appointed by the affirmative vote or written consent of a majority of the Preferred Units and a majority of the Common Units, voting separately. Any vacancy on the Board of Managers occurring for any reason may be filled by majority vote of the Units of the class or classes originally entitled to appoint the Manager whose vacancy is being filled.
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Appointment and Term of Managers. So long as Recreational Enterprises, Inc. (“REI”), or its Affiliate is a Member, REI shall have the right to designate THREE (3) Managers to serve on the Board; so long as Hotel-Casino Management, Inc. (“HCM”), or its Affiliate is a Member, HCM shall be entitled to appoint ONE (1) person to the Board of Managers; and so long as NGA AcquisitionCo (“NGA”) or its Affiliate is a Member, NGA shall be entitled to appoint ONE (1) person to the Board of Managers. The Members shall designate the respective Managers each year at the annual meeting and each Manager shall hold office until the expiration of the term for which such Manager has been designated and until his successor has been designated, except in the case of death, removal or resignation. Notwithstanding any other provision of this Operating Agreement, (i) the right NGA to designate a Manager cannot be changed or amended without the express written consent of NGA; (ii) the right of HCM to designate a Manager cannot be changed or amended without the express written consent of HCM; and (iii) the right of REI to designate THREE (3) Managers cannot be changed or amended without the express written consent of REI. By execution of this Operating Agreement, REI, HCM and NGA shall be deemed to have designated the following individuals to serve as the initial Board of Managers: 1. Designee of REI: Xxxxxx X. Xxxxxx 2. Designee of REI: Xxxx X. Xxxxxx 3. Designee of REI: [Vacant] 4. Designee of HCM: Xxxxxxx X. Xxxxxx, Xx. 5. Designee of NGA: Xxxxxx Xxxx Such respective designations of REI, HCM and NGA may be respectively changed by REI, HCM and NGA from time to time and at any time REI, HCM and NGA, or its respective Affiliate is a Member, by providing written notice of such change to the Secretary of the Company. In the event a corporation or limited liability company is designated by a Member to the Board of Managers under this Operating Agreement, such corporation or limited liability company shall promptly designate a representative as such organization’s representative for all determinations to be made by the Board of Managers during the term of such organization’s standing as a Manager. Any such designation of any such organization may be changed by such organization from time to time and at any time during such organization’s standing as a Manager by providing written notice of such change to the Secretary of the Company. All acts, approvals and resolutions adopted by the Board of Managers may be implemente...
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Related to Appointment and Term of Managers

  • Appointment and Term The Members will be entitled to appoint from time to time persons to serve as the managers (each, a "Manager") on the Board of Managers. Managers will serve until their respective successors are appointed by the Members, as provided under Section 4.11 herein, or until their earlier death, disability, resignation, retirement or removal, pursuant to Section 4.10 herein. Each Manager is hereby designated as a "manager" of the Company within the meaning of Section 18-101(10) of the Act.

  • Appointment and Term of Office The Officers shall be appointed by the Board at such time and for such terms as the Board shall determine. Any Officer may be removed, with or without cause, only by the Board. Vacancies in any office may be filled only by the Board.

  • 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 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.

  • Appointment of FTIS The Investment Company hereby appoints FTIS as transfer agent for Shares of the Investment Company, as service agent in connection with dividend and distribution functions, and as shareholder servicing agent for the Investment Company, and FTIS accepts such appointment and agrees to perform the following duties.

  • Appointment, Term, and Termination a. Client hereby engages and retains Dalmore to provide operations and compliance services at Client’s discretion. b. The Agreement will commence on the Effective Date and will remain in effect for a period of twelve (12) months and will renew automatically for successive renewal terms of twelve (12) months each unless any party provides notice to the other party of non-renewal at least sixty (60) days prior to the expiration of the current term. If Client defaults in performing the obligations under this Agreement, the Agreement may be terminated (i) upon sixty (60) days written notice if Client fails to perform or observe any material term, covenant or condition to be performed or observed by it under this Agreement and such failure continues to be unremedied, (ii) upon written notice, if any material representation or warranty made by either Provider or Client proves to be incorrect at any time in any material respect, (iii) in order to comply with a Legal Requirement, if compliance cannot be timely achieved using commercially reasonable efforts, after providing as much notice as practicable, or (iv) upon thirty (30) days’ written notice if Client or Dalmore commences a voluntary proceeding seeking liquidation, reorganization or other relief, or is adjudged bankrupt or insolvent or has entered against it a final and unappeable order for relief, under any bankruptcy, insolvency or other similar law, or either party executes and delivers a general assignment for the benefit of its creditors. The description in this section of specific remedies will not exclude the availability of any other remedies. Any delay or failure by Client to exercise any right, power, remedy or privilege will not be construed to be a waiver of such right, power, remedy or privilege or to limit the exercise of such right, power, remedy or privilege. No single, partial or other exercise of any such right, power, remedy or privilege will preclude the further exercise thereof or the exercise of any other right, power, remedy or privilege. All terms of the Agreement, which should reasonably survive termination, shall so survive, including, without limitation, limitations of liability and indemnities, and the obligation to pay Fees relating to Services provided prior to termination.

  • 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 Stewards A. The Union will certify to the Employer in writing a xxxxxxx or stewards and alternates in accordance with the following general guidelines. Where more than one xxxxxxx is appointed, one shall be designated chief xxxxxxx. The selection and appointment of stewards or chief stewards is the sole and exclusive function of the Union. Stewards will be certified to represent employees in specific work location(s) on their tour; provided no more than one xxxxxxx may be certified to repre- sent employees in a particular work location(s). The number of stewards certified shall not exceed, but may be less than, the number provided by the formula hereinafter set forth. Employees in the same craft per tour or station Up to 49 1 xxxxxxx 50 to 99 2 stewards 100 to 199 3 stewards 200 to 499 5 stewards 500 or more 5 stewards plus additional xxxxxxx for each 100 employees B. At an installation, the Union may designate in writing to the Employer one Union representative actively employed at that installation to act as a xxxxxxx to investigate, present and adjust a specific grievance or to investigate a specific problem to deter- mine whether to file a grievance. The activities of such Union representative shall be in lieu of a xxxxxxx designated under the formula in Section 2.A and shall be in accordance with Section 3. Payment, when applicable, shall be in accordance with Section 4. C. To provide xxxxxxx service to installations with twenty or less craft employees where the Union has not certified a xxxxxxx, a Union representative certified to the Employer in writing and compensated by the Union may perform the duties of a xxxxxxx. D. At the option of the Union, representatives not on the Employer’s payroll shall be entitled to perform the functions of a xxxxxxx or chief xxxxxxx, provided such representatives are certified in writing to the Employer at the area level and providing such rep-

  • 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.

  • 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.

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