Governance and Voting Sample Clauses

Governance and Voting. 3.01 The Shareholders agree that each shall take such steps as are required to assure that after the Closing Time, and continuing until such time as the Common Stock shall have been the subject of a Public Offering registered under the Securities Act, the Board of Directors of KCI shall have at least eight (8) members, two (2) of whom shall be persons designated by Fremont, two (2) of whom shall be persons designated by RCBA, one (1) of whom shall be Dr. Xxxxxxxxx (xx long as he shall own at least fifteen percent (15%) of the outstanding equity of KCI), one (1) of whom shall be Raymxxx X. Xxxxxxxx (xxovided, however, that if Raymxxx X. Xxxxxxxx xxx any reason ceases to serve KCI as its chief executive officer, then the successor chief executive officer shall be elected to serve as director in Mr. Xxxxxxxx'x xxxce), and two (2) or more of whom shall be independent outside directors, who shall not be affiliated with Fremont or RCBA and who shall be designated by the unanimous vote of the Nominating Committee of the Board of Directors of KCI, which shall comprise Dr. Xxxxxxxxx, xxe (1) director designated by Fremont, and one (1) director designated by RCBA.
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Governance and Voting. For certain Virtual Assets, the underlying protocols offer stakers the ability to vote on matters related to the governance of protocol-level issues. The Custodian may or may not support voting for such assets, and may cease supporting voting at any time in its discretion. In certain cases, the Validators may vote on your behalf where the applicable protocol does not support delegated voting.
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Governance and Voting. For certain Crypto Assets, the underlying protocols offer holders of staked Crypto Assets the ability to vote on matters related to the governance of protocol-level issues. WSII may or may not support voting for such assets, and may cease supporting voting at any time in its discretion. In certain cases, WSII or the Node Operators may vote on your behalf.
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Governance and Voting. 3.01 The Shareholders agree that each shall take such steps as are required to assure that after the Closing Time, and continuing until such time as the Common Stock shall have been the subject of a Public Offering registered under the Securities Act, the Board of Directors of KCI shall have at least eight (8) members, two (2) of whom shall be persons designated by Fremont, two (2) of whom shall be persons designated by RCBA, one (1) of whom shall be Dr. Xxxxxxxxx (xx long as he shall own at least fifteen percent (15%) of the outstanding equity of KCI), one (1) of whom shall be Raymxxx X. Xxxxxxxx (xxovided, however, that if Raymxxx X. Xxxxxxxx xxx any reason ceases to serve KCI as its chief executive officer, then the successor chief executive officer shall be elected to serve as director in Mr. Xxxxxxxx'x xxxce), and two (2) or more of whom shall be independent outside directors, who shall not be affiliated with Fremont or RCBA and who shall be designated by the unanimous vote of the Nominating Committee of the Board of Directors of KCI, which shall comprise Dr. Xxxxxxxxx, xxe (1) director designated by Fremont, and one (1) director designated by RCBA. 3.02 Each of Fremont, RCBA and Dr. Xxxxxxxxx xxxees that none of them shall charge any management, monitoring, consulting or similar fees to KCI or their Affiliates without the prior consent of the other two (which consent shall not be unreasonably withheld). In the event Fremont or RCBA charge any such fees to KCI or its Affiliates (i) the fees shall be of a type and amount customary between financial buyers and companies that have been the subject of a leveraged buyout and (ii) Dr. Xxxxxxxxx xxxll participate in such fees to the extent equitable in consideration for any management, monitoring or consulting services that he has provided to KCI or its Affiliates. 3.03 After the Closing Time, and until such time as the Common Stock shall have been the subject of a Public Offering registered under the Securities Act, each of Fremont and RCBA shall have the following rights with respect to KCI: (i) the right to inspect the books and records of KCI and (ii) the right to inspect the properties and operations of KCI. The rights provided to Fremont and RCBA in Section 3.01 above and in this Section 3.03 are intended to enable Fremont and RCBA to be operated as a "venture capital operating company" within the meaning of the regulations of the Department of Labor set forth in 29 CFR Section 2510.3-101(d), and Secti...
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Governance and Voting. The Nebraska WARN shall be governed by a Board of up to 11 persons selected by the participating utilities. One time in a 12 month period, the Board shall send a Board nomination form to all Nebraska WARN participating utilities. Following the submission of nominations, the Board shall send a ballot of Board candidates to all Nebraska WARN participating utilities. Each participating utility shall be entitled to complete one ballot. The persons receiving the most votes on the returned ballots shall be the Nebraska WARN Board. Board members do not have to be staff or elected officials of a participating utility. BOARD DUTIES The Board shall have the authority to govern the general operations of the Nebraska WARN. The Board shall have the authority to appoint one or more Nebraska WARN administrators to assist in the general operations of the Nebraska WARN.
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Related to Governance and Voting

  • Governance (a) The HSP represents, warrants and covenants that it has established, and will maintain for the period during which this Agreement is in effect, policies and procedures:

  • Corporate Governance Ultimus shall provide the following services to the Trust and its Funds:

  • Poll and Voting (1) On every Extraordinary Resolution, and on any other question submitted to a meeting and after a vote by show of hands when demanded by the chairman or by one or more of the Registered Warrantholders acting in person or by proxy and entitled to acquire in the aggregate at least 5% of the aggregate number of Common Shares which could be acquired pursuant to all the Warrants then outstanding, a poll shall be taken in such manner as the chairman shall direct. Questions other than those required to be determined by Extraordinary Resolution shall be decided by a majority of the votes cast on the poll.

  • Quorum and Voting The holders of a majority of the Outstanding Units of the class or classes for which a meeting has been called (including Outstanding Units deemed owned by the General Partner) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners of such class or classes unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Outstanding Units that in the aggregate represent a majority of the Outstanding Units entitled to vote and be present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited Partners, unless a greater or different percentage is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Outstanding Units that in the aggregate represent at least such greater or different percentage shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the withdrawal of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Outstanding Units specified in this Agreement (including Outstanding Units deemed owned by the General Partner). In the absence of a quorum any meeting of Limited Partners may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Outstanding Units entitled to vote at such meeting (including Outstanding Units deemed owned by the General Partner) represented either in person or by proxy, but no other business may be transacted, except as provided in Section 13.7.

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