Board Committee. Any action taken or determination made by the Board of Directors under this Agreement may be taken or made by the Compensation Committee or any other Committee of the Board of Directors.
Board Committee. The Board Committee shall have authority, subject to the express provisions of the Plan as in effect from time to time, to construe these Terms and Conditions and the Agreement and the Plan, to establish, amend and rescind rules and regulations relating to the Plan, and to make all other determinations in the judgment of the Board Committee necessary or desirable for the administration of the Plan. The Board Committee may correct any defect or supply any omission or reconcile any inconsistency in these Terms and Conditions and the Agreement in the manner and to the extent it shall deem expedient to carry the Plan into effect, and it shall be the sole and final judge of such expediency.
Board Committee. Any action to be taken, or determination to be made, by the Board under this Agreement may be taken or made by the Compensation Committee or any other committee authorized by the Board to act on its behalf.
Board Committee. The Board may set up any committee necessary (collectively, the “Committees”) at the time determined by the Board. Tencent Director shall be entitled to participate each Committee as a member of it. Once the number of Investor Directors reaches five or more, at least one-half (1/2) of Investor Directors shall be entitled to participate each Committee as members of it.
Board Committee. The Board may direct the hearing to be held before a committee of the Board consisting of at least three (3) members.
Board Committee. If a grievance is not satisfactorily resolved at Step Two, the grievant may appeal it to the Board’s Grievance Committee, in writing, within five (5) days following receipt of the Step Two written answer (or following the time when it should have been received if it was not timely received). Such written appeal shall be filed with the Superintendent who shall promptly transmit it to the members of the Board’s Grievance Committee. Within ten (10) days following receipt of the grievance at Step Three, the Board’s Grievance Committee shall meet with the grievant and/or the Association and the Superintendent to hear and discuss the grievance. The Board’s Grievance Committee may, in its discretion, either: (a) respond to the grievance on its own behalf (i.e. without referral to the Board) or (b) refer the grievance to the Board (together with the Committee’s recommendation) for action by the Board. A response by the Committee alone shall be issued within ten (10) days following the Step Three meeting; and a response by the Board (when applicable) shall be issued within ten (10) days following the Board’s first regular meeting after the Step Three meeting.
Board Committee. The Board shall establish a strategy committee (the “Strategy Committee”) chaired by Mr. Xxx Xx. The Strategy Committee shall consist of Xx. Xx, one Purchaser Designee, and up to three (3) other members as determined by the Board from time to time. In addition, for as long as there are two (2) Purchaser Designees on the Board (in accordance with Section 5(a)), the additional Purchaser Designee shall be an observer on the Strategy Committee. Unless otherwise determined by the vote of a majority of the members of the Strategy Committee, the Strategy Committee shall meet at least once every quarter, and more frequently upon the reasonable request of any member of the Strategy Committee, provided that any such meeting may be held by teleconference or videoconference. The Strategy Committee shall be responsible for overseeing the development and implementation of the Company’s overall business strategies proposed or approved by the Board in the areas of (A) brand and product development, portfolio and design, (B) technology roadmap, (C) international market entry and expansion, and (D) other areas that the Board deems appropriate. The primary objective of the Strategy Committee will be to facilitate the decision-making process of the Board, and it shall perform periodic reviews of the implementation of its proposals relating to the Company’s overall business strategies in the areas described in this Section 5(b).
Board Committee. In connection with the other transactions provided for in or contemplated by this Agreement and in order to properly implement the indemnification obligations provided for in Section 5.2, the Company created a committee (the "Committee") of its board of directors composed of one person appointed by Purchaser. The Committee was given full authority on behalf of the Company to decide whether or not to assert any claims for indemnification under Section 5.2 and to take all actions and make all decisions on behalf of the Company in the event the Committee decides to assert any such claims. A copy of the documentation creating the Committee and appointing its initial member is attached hereto as Exhibit 5.4.
Board Committee. The Company hereby agrees that if, while Gxxxxx is a member of the Board of Directors of Parent, such Board of Directors forms a committee thereof to consider a potential Sale of the Parent or Change of Control, Gxxxxx shall be appointed to such committee.
