Director Issues Sample Clauses

Director Issues. Within thirty (30) days from the sale of shares pursuant to this section 4, a special meeting of the shareholder shall be called in accordance with Article IV, Section 2 of the Bylaws of the Medical Group to elect new directors to the Board.
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Director Issues. (i) Upon the occurrence of the Succession Event, the Terminating Doctor shall be deemed to have submitted his or her resignation as a director of the Corporation, effective as of the date of the Succession Event. Each of the Doctors, in their capacities as directors of the Corporation, agree that as soon as practicable following the Succession Event affecting the Terminating Doctor, they shall fill the vacancy on the Board of Directors by electing the Successor Shareholder, selected pursuant to Paragraph 5(a)(ii) above., to the Board of Directors. (ii) Each of the Doctors shall vote his or her Shares hereunder to elect each Successor Shareholder to the Board of Directors of the Corporation; provided, however, no Doctor shall be obligated to elect any such person if be or she believes it is not in the best interest of the Corporation. If, as a result of one or more Doctors withholding his or her vote as provided above, the person proposed as a Successor Shareholder is not elected to the Board of Directors, then the Successor Shareholder shall be deemed a Terminating Doctor and the procedures set forth under Section 5 shall apply.
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Director Issues. (i) Each of the Doctors, in their capacities as directors of the Corporation, agree that, in the event of the death of a Decedent, they shall fill the vacancy on the Board of Directors of the Corporation by electing the Successor Shareholder selected pursuant to Paragraph 3.(a)(ii) above to the Board of Directors. (ii) Each of the Doctors shall vote his or her Shares hereunder to elect each Successor Shareholder to the Board of Directors of the Corporation; provided, however, no Doctor shall be obligated to elect any such person if he or she believes it is not in the best interest of the Corporation. If, as a result of one or more Doctors withholding his or her vote as provided above, the person proposed as a Successor Shareholder is not elected to the Board of Directors, then the Successor Shareholder shall be deemed a Terminating Doctor and the procedures set forth under Section 5 shall apply.
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Director Issues. As soon as reasonably practicable following the notice specified in Section 4(a) and the sale and purchase of the Shares as set forth in Section 4(a), the New Shareholder(s) shall remove any existing members of the Boards of Directors, in accordance with the provisions of the by-laws of the Professional Corporations and any relevant laws, and fill the vacancies on the Boards of Directors by electing the New Shareholder(s) as the only director(s) of each of the Professional Corporations to the extent permitted by applicable law.
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Director Issues. (a) Dr. ▇▇▇▇▇▇▇, ▇▇ his designee, shall agree that when he becomes the Successor Shareholder and a party to this Agreement in accordance with the provisions of paragraph 3.1(d), herein above, that in the event of the death of Dr. ▇▇▇▇▇, ▇▇ shall fill the vacancy on the Board of Directors of the Medical Group by electing the Successor Shareholder, selected pursuant to paragraph 3.1(b), above to the Board. (b) In the event that Dr.
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Director Issues. As soon as reasonably practicable following the notice specified in Section 4(a) and the sale and purchase of the Shares as set forth in Section 4(a), the New Shareholder(s) shall remove any existing members of the boards of directors, in accordance with the provisions of the by-laws of the Professional Corporations and any relevant laws, and fill the vacancies on the boards of directors by electing the New Shareholder(s) as the only director(s) of each of the Professional Corporations to the extent permitted by applicable law. In addition, as soon as reasonably practicable following the notice specified in Section 4(a) and the sale and purchase of the Shares as set forth in Section 4(a), to the extent any PC Shareholder is a member of any of the boards of directors of any of the Professional Corporations, such PC Shareholders shall resign.
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Related to Director Issues

  • Equity Plans Executive shall be entitled to participate in any equity or other employee benefit plan that is generally available to senior executive officers, as distinguished from general management, of the Company. Except as otherwise provided in this Agreement, Executive’s participation in and benefits under any such plan shall be on the terms and subject to the conditions specified in the governing document of the particular plan.

  • Equity Incentive Plans Each stock option granted by the Company under the Company’s equity incentive plan was granted (i) in accordance with the terms of the Company’s equity incentive plan and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s equity incentive plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Stock Plans With respect to the stock options (the “Stock Options”) granted pursuant to the stock-based compensation plans of the Company and its subsidiaries (the “Company Stock Plans”), (i) each Stock Option intended to qualify as an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), so qualifies, (ii) each grant of a Stock Option was duly authorized by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required stockholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any), to the Company’s knowledge, was duly executed and delivered by each party thereto, (iii) each such grant was made in all material respects in accordance with the terms of the Company Stock Plans, and (iv) each such grant was properly accounted for in accordance with generally accepted accounting principles as applied in the United States (“GAAP”) in the financial statements (including the related notes) of the Company.

  • Incentive Plans During the Term of this Agreement, Executive shall be entitled to participate in all bonus, incentive compensation and performance based compensation plans, and other similar policies, practices, programs and arrangements of the Company, now in effect or as hereafter amended or established, on a basis that is commensurate with his position and no less favorable than those generally applicable or made available to other executives of the Company. The Executive's participation shall be in accordance with the terms and provisions of such plans and programs. Participation shall include, but not be limited to:

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.