Board of Directors Supervision. The activities of the Consultant to be performed under this Agreement shall be subject to the supervision of the Board of Directors of the Corporation (the "Board") to the extent required by applicable law or regulation and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, the Consultant shall not require the prior approval of the Board to perform its duties under this Agreement. The Board has approved this Agreement.
Board of Directors Supervision. The activities of the Manager to be performed under this Agreement shall be subject to the supervision of the Board of Directors (“Board”) and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time-to-time. Where not required by applicable law or regulation, the Manager shall not require the prior approval of the Board to perform its duties under this Agreement. Notwithstanding the foregoing, the Manager shall not have the authority to bind the Company, and nothing contained herein shall be construed to create an agency relationship between the Company and the Manager.
Board of Directors Supervision. The activities of Lxxxxx to be performed under this Agreement as chief executive officer shall be subject to the supervision of the Board of Directors of the Company (the "Board") to the extent required by applicable law or regulation and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time.
Board of Directors Supervision. The activities of the Advisor to be performed under this Agreement shall be subject to the supervision of the Board and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, the Advisor shall not require the prior approval of the Board to perform its duties under this Agreement. Notwithstanding the foregoing, the Advisor shall not have the authority to bind the Company or any other member of the VWR Group, and nothing contained herein shall be construed to create an agency relationship between the Company or any other member of the VWR Group and the Advisor.
Board of Directors Supervision. The activities of the Advisors to be performed under this Agreement shall be subject to the supervision of the Board and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, the Advisors shall not require the prior approval of the Board to perform their duties under this Agreement. Notwithstanding the foregoing, the Advisors shall not have the authority to bind the Company or any other member of the CDW Group, and nothing contained herein shall be construed to create an agency relationship between the Company or any other member of the CDW Group and the Advisors.
Board of Directors Supervision. The activities of the Advisor to be performed under this Agreement shall be subject to the supervision of the Board and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, the Advisor shall not require the prior approval of the Board to perform its duties under this Agreement. Notwithstanding the foregoing, the Advisor shall not have the authority to bind the Company or any other member of the YCC Group, and nothing contained herein shall be construed to create an agency relationship between the Company or any other member of the YCC Group and the Advisor.
Board of Directors Supervision. The activities of the Advisors to be performed under this Agreement shall be subject to the supervision of the Board and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Notwithstanding the foregoing, the Advisors shall not have the authority to bind the Company or any other member of the Nuveen Group or any investor in the Company, and nothing contained herein shall be construed to create an agency relationship between the Company or any other member of the Nuveen Group, or any investor in any of them, on the one hand, and the Advisors on the other hand.
Board of Directors Supervision. The activities of Mx. Xxxxxx to be performed under this Agreement as chief financial officer shall be subject to the supervision and decisions of the Board of Directors of the Company (the “Board”) to the extent required by applicable law, bylaws, articles, resolutions, regulations and reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time.
Board of Directors Supervision. CERTAIN ACTIONS SUBJECT TO APPROVAL OF DISINTERESTED DIRECTORS OR BOARD OBSERVERS.
(a) The activities of Trivest to be performed under this Agreement shall be subject to the supervision of the Board of Directors of the Company (the "BOARD") to the extent required by applicable law or regulation and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, Trivest shall not require the prior approval of the Board to perform its duties under this Agreement.
(b) Any determination of the amount of any increase in Base Compensation in connection with the acquisition of an Additional Business pursuant to clause (ii) of Section 6(b) below and any compensation arrangement approved by the Board pursuant to clause (ii) of Section 6(c) below shall, in order to be effective, require the affirmative approval of a majority of the Disinterested Directors and, if Trivest Furniture Partners, Ltd., a Florida limited partnership ("TRIVEST FURNITURE PARTNERS"), is at such time a holder of any equity securities of the Company, a majority in interest of the holders of limited partnership interests of Trivest Furniture Partners. For purposes of this Agreement the term "DISINTERESTED DIRECTORS" shall mean those members of the Board (if any) who, at the time of such approval, are neither employees of the Company nor directors, officers or stockholders of Trivest or (subject to the last sentence of this Section 2(b), any of its affiliates. Nothing herein shall be deemed to prevent any individual who owns less than five percent in the aggregate of the equity securities of any class of any issuer whose shares are registered under '12(b) or 12(g) of the Securities Exchange Act of 1933, as amended, and are listed or admitted for trading on any United States national securities exchange or are quoted on the National Association of Securities Dealers Automated Quotations System, or any similar system of automated dissemination of quotations of securities prices in common use, from being deemed to be a Disinterested Director so long as such individual is not a member of any "control group" (within the meaning of the rules and regulations of the United States Securities and Exchange Commission) of any such issuer.
Board of Directors Supervision. The activities of MDP to be performed under this Agreement shall be subject to the supervision of the Board and subject to reasonable policies not inconsistent with the terms of this Agreement adopted by the Board and in effect from time to time. Where not required by applicable law or regulation, MDP shall not require the prior approval of the Board to perform its duties under this Agreement. Notwithstanding the foregoing, MDP shall not have the authority to bind the Company or any other member of the Company Group, and nothing contained herein shall be construed to create an agency relationship between the Company or any other member of the Company Group and MDP.
