ELECTION TO THE BOARD OF DIRECTORS Sample Clauses

ELECTION TO THE BOARD OF DIRECTORS. Each affiliate and emerging affiliate member will elect from their coalition two individuals who are recovery support providers to serve on the MCRSP BOD along with their coalition chair. Therefore, each affiliate/emerging affiliate will have three representatives on the BOD. Each of the two elected representatives must be a recovery support provider. If the coalition has members who are not recovery support providers, those individuals will not be eligible to serve on the MCRSP BOD. However, if the coalition has elected a chair who is not a direct recovery support services provider, he/she may serve on the MCRSP BOD in the capacity as one who agrees to serve with no conflict of interest. There will not be members at large elected to the BOD. Each Chartered Task Force Chair shall be a member of the BOD and shall have one vote. These shall include: Chairs of the Housing Task Force, Marketing Task Force, Governance Task Force, Technical Assistance/Conference Task Force, RSS Task Force, and Advocacy Task Force. A Past Chair may serve on the BOD in an Emeritus position as long as the individual would desire to serve in this capacity. All Past Chairs will have the opportunity to serve in this capacity. There will be no term limits for members of the BOD. The affiliate/emerging affiliates must determine whether or not their representatives will have term limits. The five regions (NW, SW, Central, E, SE) will not be limited on the number of affiliates or emerging affiliates. However, the MCRSP BOD has the power to approve or deny an application. Applicants must demonstrate that at least six member organizations are recovery support providers; that there has been communication demonstrating a working relationship with current regional affiliates; and/or the applicant would support the goals and objectives of MCRSP.
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ELECTION TO THE BOARD OF DIRECTORS. The Company shall use its best efforts to cause the Executive to be elected to the Board of Directors of the Company (or any successor entity as ultimately constitutes the holding company for the Company and its current and future affiliates) throughout the Initial Term of this Employment Agreement, and any Renewal Period thereof, and the Company agrees to include the Executive in the management slate for election as a director at every stockholders' meeting at which the Executive's term as a director would otherwise expire, provided that the Executive agrees to immediately resign from the Board of Directors of the Company upon any termination of or resignation from his employment hereunder for any reason.
ELECTION TO THE BOARD OF DIRECTORS. Within five (5) Business Days of ---------------------------------- the First Closing, the Company shall cause two nominees of the Purchaser who are reasonably satisfactory to the Company to be elected to the Company's Board of Directors and shall, so long as the Purchaser or any affiliate of the Purchaser beneficially owns twenty-five percent (25%) or more of the Company's Common Stock, use its best efforts to see that two such nominees of the Purchaser are elected to the Company's Board of Directors.
ELECTION TO THE BOARD OF DIRECTORS. (a) The Company shall nominate Executive to be elected to the Company's Board of Directors at the first meeting of the Board of Directors after the Start Date. (b) Upon Executive's cessation of employment with the Company for any reason, Executive shall thereupon be deemed to have resigned from the Board of Directors of the Company, every parent or subsidiary of the Company on which he is then serving as a director, and any other company on which Executive is then serving at the request of the Company as a director, in each case effective as of the date of cessation of employment.
ELECTION TO THE BOARD OF DIRECTORS. Upon the Commencement Date, the Executive shall be elected as a member of the Board of Directors of the Company. During the term of this Agreement, the Board of Directors shall use reasonable efforts to nominate the Executive for continued service on the Board of Directors. The Executive shall receive no additional compensation for service on the Board of Directors.
ELECTION TO THE BOARD OF DIRECTORS. The Company shall use its reasonable best efforts to cause Employee to be elected to the Company Board of Directors as soon as reasonably practicable after the date hereof; provided, however, that in any event, the Company shall cause Employee to be designated as one of the Company's nominees for election as director at the Company's annual meeting held in 2005.

Related to ELECTION TO THE BOARD OF DIRECTORS

  • The Board of Directors of Buyer shall have approved this Agreement and Buyer's acquisition of the Assets contemplated hereby.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

  • Leave, Board of Directors A nurse who is elected to the Board of Directors of the Ontario Nurses' Association, other than to the office of President, shall be granted upon request such leave(s) of absence as she or he may require to fulfill the duties of the position. Reasonable notice - sufficient to adequately allow the Hospital to minimize disruption of its services shall be given to the Hospital for such leave of absence. Notwithstanding Article 10.04, there shall be no loss of seniority or service for a nurse during such leave of absence. Leave of absence under this provision shall be in addition to the Union leave provided in Article 11.02

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

  • Board of Director Approval This Agreement shall have been approved by the Board of Directors of Acquirer.

  • Committees of the Board of Directors (a) The Board of Directors, by resolution adopted by a majority of the full Board of Directors, may designate from among its members one or more committees (in addition to those listed below), each of which shall be comprised of one or more of its members, and may designate one or more of its members as alternate members of any committee, who may, subject to any limitations by the Board of Directors, replace absent or disqualified members at any meeting of that committee. Any such committee, to the extent provided in such resolution or in the Articles of Incorporation or these Bylaws, shall have and may exercise all of the authority of the Board of Directors to the extent permitted by the NRS, including, without limitation, the power and authority to declare a dividend, to authorize the issuance of stock or to adopt a plan of merger pursuant to Section 78.125 of the NRS. Any such committee may authorize the seal of the Company to be affixed to all papers which may require it. In addition to the above, such committee or committees shall have such other powers and limitations of authority as may be determined from time to time by resolution adopted by the Board of Directors. (b) The Board of Directors shall have the power at any time to change the membership of any such committee and to fill vacancies in it. A majority of the number of members of any such committee shall constitute a quorum for the transaction of business unless a greater number is required by a resolution adopted by the Board of Directors. The act of the majority of the members of a committee present at any meeting at which a quorum is present shall be the act of such committee, unless the act of a greater number is required by a resolution adopted by the Board of Directors. Each such committee may elect a chairman and appoint such subcommittees and assistants as it may deem necessary. Except as otherwise provided by the Board of Directors, meetings of any committee shall be conducted in accordance with Paragraphs 3.4, 3.5, 3.6, 3.7, 3.8, 3.9 and 7.3 hereof. In the absence or disqualification of a member of a committee, the member or members present at any meeting and not disqualified from voting, whether or not constituting a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of the absent or disqualified member. Any member of any such committee elected or appointed by the Board of Directors may be removed by the Board of Directors whenever in its judgment the best interests of the Company will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of a member of a committee shall not of itself create contract rights. (c) Any action taken by any committee of the Board of Directors shall promptly be recorded in the minutes and filed with the Secretary. (d) Notwithstanding anything herein contained to the contrary, the composition and powers of any committee of the Board of Directors are expressly subject to the requirements of any stock exchange or quotation system on which the capital stock of the Company is traded or quoted, or the Exchange Act.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

  • Management by Board of Directors (a) The management of the Company is fully reserved to the Members, and the Company shall not have “managers” as that term is used in the Act. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Members, who, except as expressly provided otherwise in this Agreement, shall make all decisions and take all actions for the Company. (b) The Members shall have the power and authority to delegate to one or more other persons the Members’ rights and power to manage and control the business and affairs, or any portion thereof, of the Company, including to delegate to agents, officers and employees of a Member or the Company, and to delegate by a management agreement with or otherwise to other Persons. (c) The Members hereby delegate to the Board of Directors of the Company (the “Board”), to the fullest extent permitted under this Agreement and Delaware law and subject to Section 7.1(d), all power and authority related to the Company’s management and control of the business and affairs of the Partnership. (d) Notwithstanding anything herein to the contrary, without obtaining approval of Members representing a Majority Interest, the Company shall not, and shall not take any action to cause the Partnership to, (i) sell all or substantially all of the assets of the Company or the Partnership, (ii) merge or consolidate, (iii) to the fullest extent permitted by Applicable Law, dissolve or liquidate, (iv) make or consent to a general assignment for the benefit of its respective creditors; (v) file or consent to the filing of any bankruptcy, insolvency or reorganization petition for relief under the United States Bankruptcy Code naming the Company or the Partnership, as applicable, or otherwise seek, with respect to the Company or the Partnership, such relief from debtors or protection from creditors generally; or (vi) take various actions similar to those described in any of clauses (i) through (v) of this Section 7.1(d).

  • Meeting of the Board of Directors The Board of Directors of the Company may hold meetings, both regular and special, within or outside the State of Delaware. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the Board. Special meetings of the Board may be called by the President on not less than one day’s notice to each Director by telephone, facsimile, mail, telegram or any other means of communication, and special meetings shall be called by the President or Secretary in like manner and with like notice upon the written request of any one or more of the Directors.

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