Election of Directors and Terms. The initial Directors shall be appointed by the initial Members and shall include the individuals set forth on Exhibit “B” attached hereto. The initial Directors shall serve until the first special or annual meeting of the Members following the date on which substantial operations of the Facilities commence, and in all cases until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director. After the expiration of the initial terms of the Directors, at the first special or annual meeting of the Members following the date on which substantial operations of the Facilities commence, and at each annual meeting of the Members thereafter, Directors shall be elected by the Members for staggered terms of three (3) years and until a successor is elected and qualified; provided however, that any Member who is authorized to appoint a Director pursuant to Section 5.3(c) shall not be entitled to vote for the election of any other Directors that the Members are entitled to elect, and the Units held by such Member shall not be included in determining a plurality of the Membership Voting Interests for purposes of electing Directors. Prior to the expiration of their initial terms, the initial Directors shall, by resolution approved by a majority vote of the initial Directors, separately identify the Director positions to be elected and so classify each such Director position as Group I, Group II, or Group III, with such classification to serve as the basis for the staggering of terms among the elected Directors. The terms of Group I Directors shall expire first (initial term of one year with successors elected to three year terms thereafter), followed by those of Group II Directors (initial term of two years with successors elected to three year terms thereafter), and then Group III Directors (initial and subsequent terms of three years). Except for the special right of appointment of certain Directors as provided in subsection (c) hereof, Directors shall be elected by a plurality vote of the Membership Voting Interests so that the nominees receiving the greatest number of votes relative to all other nominees are elected as Directors.
Election of Directors and Terms. Directors are classified into three groups designated as Group I, Group II and Group III, with each such group being elected to serve for a staggered term of three (3) years. As of the Effective Date, the current term of the Group I Directors expires in 2012, the current term of the Group II Directors expires in 2010, and the current term of the Group III Directors expires in 2011. At each annual meeting of the Members, the group of Directors whose term expires as of the date of such annual meeting shall be elected by the Class A Members and the Class B Members, voting together as a single class, for a term of three (3) years, and each such elected Director shall serve until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director; provided, however, that any Class A Member who is authorized to appoint a Director pursuant to Section 5.3(c) shall not be entitled to vote for the election of any other Directors that the Class A Members and the Class B Members are entitled to elect, and the Units held by such Class A Member shall not be included in determining a majority of the Membership Voting Interests for purposes of electing Directors. Except for the special right of appointment of certain Directors as provided in subsection (c) hereof, Directors shall be elected by a plurality vote of the Class A Members and the Class B Members, voting together as a single class, so that the nominees receiving the greatest number of votes relative to all other nominees are elected as Directors. The Class C Members shall not be entitled to any vote in connection with the election of Directors.
Election of Directors and Terms. The initial Directors shall be elected by the initial Members and shall include the individuals set forth on Exhibit “B” attached hereto. The initial Directors shall serve until the first annual or special meeting of the Members following the date on which substantial operations of the Facilities commence, and in all cases until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director. After the expiration of the initial terms of the Directors, at each annual meeting of the Members, Directors shall be elected by the Members for staggered terms of three (3) years and until a successor is elected and qualified. Prior to the expiration of their initial terms, the initial Directors shall, by written resolution, separately identify the Director positions to be elected and so classify each such Director position as Group I, Group II or Group III, with such classification to serve as the basis for the staggering of terms among the elected Directors. The terms of Group I Directors shall expire first (initial term of one year with successors elected to three year terms thereafter), followed by those of Group II Directors (initial term of two years with successors elected to three year terms thereafter), and then Group III Directors (initial and subsequent terms of three years). Directors shall be elected by a plurality vote of the Members so that the nominees receiving the greatest number of votes relative to all other nominees are elected as Directors.
Election of Directors and Terms. At each annual meeting of the Members, the Directors shall be elected by the Members by a plurality vote for terms of one (1) year and shall serve until their successors are elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director.
Election of Directors and Terms. The initial Directors shall be appointed by the initial Members and shall include the individuals set forth on Exhibit “B” attached hereto. The initial Directors shall serve until the first special or annual meeting of the Members following the date on which substantial operations of the Facilities commence, and in all cases until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director. After the expiration of the initial terms of the Directors, at the first special or annual meeting of the Members following the date on which substantial operations of the Facilities
Election of Directors and Terms. Directors shall be divided into three groups, Group I, Group II or Group III, with such classification to serve as the basis for staggering the terms among the elected Directors. At each annual meeting of the Members, approximately one third of the Directors shall be elected by the Members for terms of three (3) years and shall serve until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director.
Election of Directors and Terms. Directors are classified into three groups designated as Group I, Group II and Group III, with each such group being elected to serve for a staggered term of three (3) years. As of the Effective Date, the current term of the Group I Directors expires in 2021, the current term of the Group II Directors expires in 2022, and the current term of the Group III Directors expires in 2023. At each annual meeting of the Members, the group of Directors whose term expires as of the date of such annual meeting shall be elected by the Members for a term of three (3) years, and each such elected Director shall serve until a successor is elected and qualified, or until the earlier death, resignation, removal or disqualification of any such Director. Directors shall be elected by a plurality vote of the Members, so that the nominees receiving the greatest number of votes relative to all other nominees are elected as Directors. A Director may not be removed or disqualified from the Board of Directors other than for Cause (as hereinafter defined) as determined by the vote or consent of a majority of the other Directors then serving on the Board of Directors. For purposes hereof, “Cause” shall mean (i) a breach of a fiduciary duty by such Director; or (ii) the conviction of such Director of, or plea of nolo contendere by such Director to, any felony or any crime of moral turpitude.
Election of Directors and Terms. In accordance with Section 5.2 of this Agreement, at each annual meeting of the Members, Directors shall be elected by the Members for staggered terms of three (3) years and until a successor is elected and qualified; provided however, that any Member who is authorized to appoint a Director pursuant to Section 5.3(c) shall not be entitled to vote for the election of any other Directors that the Members are entitled to elect, and the Units held by such Member shall not be included in determining a plurality of the Membership Voting Interests for purposes of electing Directors. The Directors shall, by resolution approved by a majority vote of the Directors, classify each such Director position as Group I, Group II, or Group III, with such classification to serve as the basis for the staggering of terms among the elected Directors. The terms of Group I Directors shall expire first (initial term of one year with successors elected to three year terms thereafter), followed by those of Group II Directors (initial term of two years with successors elected to three year terms thereafter), and then Group III Directors (initial and subsequent terms of three years). Except for the special right of appointment of certain Directors as provided in subsection (c) hereof, Directors shall be elected by a plurality vote of the Membership Voting Interests so that the nominees receiving the greatest number of votes relative to all other nominees are elected as Directors. SECTION 5.7(b) Section 5.7(b) of the Operating Agreement is hereby amended by deleting the current language of Section 5.7(b) and replacing it with the following:
Election of Directors and Terms. The Directors of the Company as of the Effective Date, and the date of the expiration of the terms of such Directors, are set forth on Exhibit A attached hereto. At each annual meeting of the Members, Directors shall be elected by the Class A Members and Class B Members, voting together as a single class, for staggered terms of three (3) years and until a successor is elected and qualified. Nominees for open Director positions shall be elected by a plurality vote of the Membership Voting Interests represented by the Class A Units and Class B Units represented at each annual meeting so that the nominees receiving the greatest number of votes relative to the votes cast for their competitors shall be elected Directors.
