Member Petition Nominations Sample Clauses

Member Petition Nominations. In addition to Nominating Committee Nominations, Nominating Members may nominate, through petition, individuals to run for election for a Director position scheduled for election by Members at the Member Meeting (“Member Petition Nominations”). Nominating Members make Member Petition Nominations by delivering to the Secretary at least twenty business days before the Member Meeting a writing for each Member Petition Nomination (“Member Petition”): (1) listing, on each page of the Member Petition, the name of the Member Petition Nominee; (2) indicating, on each page of the Member Petition, the Director position for which the Member Petition Nominee will run; and (3) containing the printed names, addresses, and telephone numbers, and original dated signatures signed within sixty days of the first signature, of at least ten Nominating Members. After verifying that a Member Petition complies with this Bylaw, the Cooperative shall display the Member Petition Nomination in approximately the same location as the Nominating Committee Nominations.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Member Petition Nominations. Members may nominate additional individuals to run for election for any Trustee position for which members are scheduled to vote at any member meeting ("Member Petition Nominations"). Members make Member Petition Nominations by delivering to the Board, at least Seventy-five (75) days prior to the member meeting, a writing for each Member Petition Nomination ("Member Petition"): (1) Listing the name of the Member Petition Nominee; (2) Indicating the Trustee position for which the Member Petition Nominee will run; and (3) Containing the printed names, addresses and telephone numbers and original signatures of at last ten members residing within the District wherein the Trustee is to be elected. (4) After verifying that a Member Petition complies with this Bylaw, the Cooperative shall post the Member Petition Nomination in the same location as the Nominating Committee Nominations.
Sample 1
Member Petition Nominations. In addition to Director District Meeting Nominations, Director District Nominating Members may nominate, through written petition, a Member to run for election for a Director position scheduled for election ("Member Petition Nominations") at the next Annual Member Meeting. Nominating Members may make Member Petition Nominations by delivering to the Secretary of the Cooperative not more than thirty (30) days after the Director District Member Meeting a writing for each Member Petition Nomination ("Member Petition"): (1) listing, on each page of the Member Petition, the name of the Member Petition Nominee; (2) indicating, on each page of the Member Petition, the Director position for which the Member Petition Nominee will run; and (3) containing the printed names, addresses, and telephone numbers, and original dated signatures of at least fifty (50) Members of the Director District. The Member Petition shall be on a form approved by the Board. Any Director District Nominating Members who want to proceed with the Member Petition shall request the Member Petition from the Chief Executive Officer of the Cooperative after the Director District Meeting applicable to the Director District up for election at the next Annual Meeting. Neither the Chief Executive Officer of the Cooperative, nor anyone else, shall provide the Member Petition prior to Director District Meeting applicable to the Director District up for election at the next Annual Meeting. A Director District Nominating Member cannot request, and cannot receive, the Member Petition form prior to the Director District Meeting applicable to the Director District up for election at the next Annual Member Meeting. Any Member Petition and/or signatures obtained prior to the Director District Meeting on the Member Petition shall be invalid. The Board must determine, and the Secretary of the Cooperative must certify, whether a Member Petition is qualified and whether a candidate nominated meets all Director Qualifications specified in these Bylaws and otherwise determined by the Board. Any certified candidate nominated by a certified Member Petition shall be placed on the ballot for the Director District Election in order of nomination and following those candidates nominated at the Director District Meeting. A Nominating Member of a Director District shall only have the right to nominate one candidate for election, whether at a Director District Meeting or by joining/signing a Member Petition.
Sample 1

Related to Member Petition Nominations

  • Board Composition and Board Designations The Company shall ensure that: (i) the qualifications of the persons serving as members of the Board of Directors and the overall composition of the Board comply with the Sxxxxxxx-Xxxxx Act, with the Exchange Act and with the listing rules of the Exchange or any other national securities exchange, as the case may be, in the event the Company seeks to have its Public Securities listed on another exchange or quoted on an automated quotation system, and (ii) if applicable, at least one member of the Audit Committee of the Board of Directors qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange.

  • Resignations Any Officer of the Company may resign at any time by giving notice either in writing or by electronic transmission to the Company. A resignation shall take effect immediately upon receipt of the notice, or at such other time as is specified in the notice. Unless required by the notice, acceptance of the resignation is not needed to make it effective.

  • INDEMNIFICATION FOR EXPENSES OF A WITNESS Notwithstanding any other provision of this Agreement except for Section 27, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or deponent in any Proceeding to which Indemnitee was or is not a party or threatened to be made a party, Indemnitee shall, to the fullest extent permitted by applicable law, be indemnified, held harmless and exonerated against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection therewith.

  • Appointment of Controlling Note Holder Representative and Non-Controlling Note Holder Representative (a) The Controlling Note Holder shall have the right at any time to appoint a representative in connection with the exercise of its rights and obligations with respect to the Mortgage Loan (the “Controlling Note Holder Representative”). The Controlling Note Holder shall have the right in its sole discretion at any time and from time to time to remove and replace the Controlling Note Holder Representative. When exercising its various rights under Section 5 and elsewhere in this Agreement, the Controlling Note Holder may, at its option, in each case, act through the Controlling Note Holder Representative. The Controlling Note Holder Representative may be any Person (other than the Mortgage Loan Borrower, its principal or any Affiliate of the Mortgage Loan Borrower), including, without limitation, the Controlling Note Holder, any officer or employee of the Controlling Note Holder, any affiliate of the Controlling Note Holder or any other unrelated third party. No such Controlling Note Holder Representative shall owe any fiduciary duty or other duty to any other Person (other than the Controlling Note Holder). All actions that are permitted to be taken by the Controlling Note Holder under this Agreement may be taken by the Controlling Note Holder Representative acting on behalf of the Controlling Note Holder. Any Servicer acting on behalf of the Lead Securitization Note Holder shall not be required to recognize any Person as a Controlling Note Holder Representative until the Controlling Note Holder has notified the Servicer or Trustee of such appointment and, if the Controlling Note Holder Representative is not the same Person as the Controlling Note Holder, the Controlling Note Holder Representative provides any Servicer or Trustee with written confirmation of its acceptance of such appointment, an address and facsimile number for the delivery of notices and other correspondence and a list of officers or employees of such person with whom the parties to this Agreement may deal (including their names, titles, work addresses and facsimile numbers). The Controlling Note Holder shall promptly deliver such information to any Servicer. None of the Servicers, Operating Advisor and Trustee shall be required to recognize any person as a Controlling Note Holder Representative until they receive such information from the Controlling Note Holder. The Controlling Note Holder agrees to inform each such Servicer or Trustee of the then-current Controlling Note Holder Representative. (b) Neither the Controlling Note Holder Representative nor the Controlling Note Holder will have any liability to the other Note Holder or any other Person for any action taken, or for refraining from the taking of any action or the giving of any consent or the failure to give any consent pursuant to this Agreement or the Lead Securitization Servicing Agreement, or errors in judgment, absent any loss, liability or expense incurred by reason of its willful misfeasance, bad faith or gross negligence. The Note Holders agree that the Controlling Note Holder Representative and the Controlling Note Holder (whether acting in place of the Controlling Note Holder Representative when no Controlling Note Holder Representative shall have been appointed hereunder or otherwise exercising any right, power or privilege granted to the Controlling Note Holder hereunder) may take or refrain from taking actions, or give or refrain from giving consents, that favor the interests of one Note Holder over the other Note Holder, and that the Controlling Note Holder Representative may have special relationships and interests that conflict with the interests of a Note Holder and, absent willful misfeasance, bad faith or gross negligence on the part of the Controlling Note Holder Representative or the Controlling Note Holder, as the case may be, agree to take no action against the Controlling Note Holder Representative, the Controlling Note Holder or any of their respective officers, directors, employees, principals or agents as a result of such special relationships or interests, and that neither the Controlling Note Holder Representative nor the Controlling Note Holder will be deemed to have been grossly negligent or reckless, or to have acted in bad faith or engaged in willful misfeasance or to have recklessly disregarded any exercise of its rights by reason of its having acted or refrained from acting, or having given any consent or having failed to give any consent, solely in the interests of any Note Holder. (c) The Non-Controlling Note Holder shall have the right at any time to appoint a representative in connection with the exercise of its rights and obligations with respect to the Mortgage Loan (the “Non-Controlling Note Holder Representative”). All of the provisions relating to the Controlling Note Holder and the Controlling Note Holder Representative set forth in Section 6(a) (except those contained in the last sentence thereof) and Section 6(b) shall apply to the Non-Controlling Note Holder and the Non-Controlling Note Holder Representative mutatis mutandis. The Non-Controlling Note Holder Representative, as of the date of this Agreement and until the Lead Securitization Note Holder (and the Master Servicer and the Special Servicer) is notified otherwise, shall be the Initial Note Holder of the Non-Controlling Note, provided that at any time a Non-Controlling Note is included in a Securitization, references to a “Non-Controlling Note Holder” herein shall mean, with respect to such Note, the Non-Lead Securitization Subordinate Class Representative or any other party assigned the rights to exercise the rights of a “Non-Controlling Note Holder” hereunder, as and to the extent provided in the related Non-Lead Securitization Servicing Agreement and as to the identity of which the Lead Securitization Note Holder (and the Master Servicer and the Special Servicer) has been given written notice.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!