Nomination as Director Sample Clauses

Nomination as Director. The Company agrees that it will nominate the Executive as a member of the Board of Directors each year during the term of this Agreement and will use its best efforts to ensure that the Executive is elected to the Board of Directors.
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Nomination as Director. The Company agrees not to hold its annual meeting of stockholders to be held in calendar year 2021 at which directors are to be elected until after the three-year anniversary of the completion of the IPO. From and after the three-year anniversary of the completion of the IPO until the earlier of (i) the date on which Xx. Xxxxxx, individually or through his trusts, no longer holds at least fifteen percent (15%) of the issued and outstanding interests in EVO Investco or (ii) the end of the Chairman Period, at every meeting of the Board, or a committee thereof, at which directors of the Company are appointed by the Board or are nominated to stand for election by stockholders of the Company, the Company shall nominate Xx. Xxxxxx for election to the Board if Xx. Xxxxxx’x term as a director would terminate at the relevant stockholder meeting at which such nominees are to be considered for election by the Company’s stockholders.
Nomination as Director. PharmaFrontiers agrees to nominate Director for election by the shareholders of PharmaFrontiers as a director of PharraFrontiers, and, upon such election, Director agrees that Director will devote the amount of time, skill, and efforts during the term of this Agreement to the affairs of PharmaFrontiers as may be reasonably requested and required of Director and in accordance with the dunes and obligations imposed upon directors of corporations by applicable law_ Compensation As compensation for serving as a member of the Board of PharmaFrontiers, PharmaFrontiers agrees upon the execution and delivery of this Agreement to PharmaFrontiers, to issue to Director Twenty Thousand (20,000) shares of the common stock of PharmaFrontiers. In addition, PharmaFrontiers will pay Director the sum of $5,000.00 annually for each year the Director serves as a Director of PhannaFronuers, which shall compensate Director for his expenses in attending and participating in meetings of the Board. Al] compensation paid Director shall be subject to such payroll and withholding deductions as may be required by law or the policies of PharmaFrontiers.
Nomination as Director. The Company shall cause the nomination of the Executive as a director of the Company at each of the Company's 2001 and 2002 annual meetings of shareholders. In the event that the Company does not cause the nomination of the Executive as a director at either of such annual meetings, then as of the termination date of the Executive's service on the Board of Directors, all of the Executive's unvested stock options shall vest, and, notwithstanding the terms of the Option Agreements or the Stock Option Plans, all of the Executive's outstanding stock options shall continue to be exercisable through the expiration dates as set forth on Exhibit A.
Nomination as Director. The Company will cause Xxxxxx Xxxxxxxx to be elected as a director of the Company promptly after the date of this Agreement and will cause Xxxxxx Xxxxxxxx to be a nominee for election as a director of the Company at all meetings of shareholders for the election of directors at any time prior to December 31, 2001.
Nomination as Director. PharmaFrontiers agrees to nominate Director for election by the shareholders of PharmaFrontiers as a director of PharmaFrontiers, and, upon such election, Director agrees that Director will devote the amount of time, skill, and efforts during the term of this Agreement to the affairs of PharmaFrontiers as may be reasonably requested and required of Director and in accordance with the duties and obligations imposed upon directors of corporations by applicable law. PharmaFrontiers agrees to recommend to the Board that Director be appointed as Chairman of PharmaFrontiers immediately upon his election to the Board. Director agrees to serve ass Chairman and to perform such duties and obligations of the Chairman as are set forth in the bylaws of PharmaFrontiers or as are assigned to the Chairman by the Board.
Nomination as Director. Upon the execution of this Agreement, Employee shall be up for consideration to be nominated and elected to Employer's board of directors. Further, if Employee is nominated and elected to Employer's board of directors, then, during the term of this Agreement, at each annual or special meeting of the shareholders, Employee will be nominated by the board or nominating committee to serve as director. EMPLOYER: DIGITAL POWER CORPORATION By:____________________________________ Ben-Zion Diamant, Chairman By:____________________________________ David Amitai, Director By:____________________________________ Mark Thum, Director By:____________________________________ Youval Menipaz, Director By:____________________________________ Yeheskel Manea, Director By:____________________________________ Amos Kohn, Director EMPLOYEE: By:____________________________________ Jonathan Wax, an individual
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Nomination as Director. Parent agrees that, prior to Closing, it shall cause its Board of Directors to be expanded by one member, and, at Closing, it shall appoint Xxxxxxx Xxxxx to such vacancy. Thereafter, Parent shall nominate Xxxxxxx Xxxxx for reelection at Parent's next annual meeting of shareholders.
Nomination as Director. Assuming the Term has not been terminated, the Board agrees to appoint Executive to the Board and it is contemplated that Executive will be nominated for election to the Board at the next Annual Meeting of the shareholders and will stand for reelection at each of the Company's subsequent Annual Meetings at which Executive's term as a director is scheduled to expire, and Executive agrees, subject to Section 8(d) hereof, to continue to serve as a director if elected.

Related to Nomination as Director

  • Resignation as Director Upon the Company’s written request, Executive agrees to promptly resign as a member of the Company’s Board of Directors following any termination of his employment with the Company (or any parent or subsidiary of the Company).

  • Service as Director Director will serve as a director of the Company and perform all duties as a director of the Company, including without limitation (a) attending meetings of the Board, (b) serving on one or more committees of the Board (each a “Committee”) and attending meetings of each Committee of which Director is a member, and (c) using reasonable efforts to promote the business of the Company. The Company currently intends to hold at least one in-person regular meeting of the Board and each Committee each quarter, together with additional meetings of the Board and Committees as may be required by the business and affairs of the Company. In fulfilling his responsibilities as a director of the Company, Director agrees that he shall act honestly and in good faith with a view to the best interests of the Company and exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.

  • Board Nomination (a) In accordance with the Company’s organizational documents and applicable law, the Company agrees that the Board of Directors of the Company (the “Board”) will, no later than five (5) business days following the execution of this Agreement, expand the size of the Board and appoint R. Xxxxxxx Xxxxxx (the “New Nominee”) to the Board to serve as a director of the Company, include the New Nominee in the Company’s slate of recommended director candidates for election to the Board at the 2015 Annual Meeting, and solicit proxies in favor of the election of the New Nominee at the 2015 Annual Meeting and otherwise support the New Nominee for election in a manner no less rigorous and favorable than the manner in which the Company supports its other nominees. The Stockholder Group acknowledges that as a condition to the appointment and nomination of the New Nominee, such New Nominee shall (i) have completed and executed the Company’s Director Questionnaire, the Company’s board nominee representation letter and such other materials as customarily requested of director candidates (each as provided to the Stockholder Group prior to the date hereof) and (ii) have agreed to provide the information that is required to be or is customarily disclosed for candidates for directors and directors in a proxy statement and similar documents under the securities laws applicable to the Company and/or the rules and regulations of the stock exchange(s) on which the Company’s Shares are listed and such other customary information as reasonably requested by the Company of other director candidates and directors, and to comply with all policies, codes of conduct, confidentiality obligations (including agreeing to preserve the confidentiality of Company business and information, including discussions of matters considered in meetings of the Board or Board committees or otherwise among directors and/or management), securities trading policies, director qualification requirements and codes of ethics generally applicable to all of the Company’s non-management directors (each as provided to the Stockholder Group prior to the date hereof). Each of the Stockholders also agrees to provide upon request such information about itself and its Affiliates and Associates as is required to be or is customarily disclosed in a proxy statement and similar documents under the securities laws applicable to the Company and/or the rules and regulations of the stock exchange(s) on which the Company’s Shares are listed and such other customary information as reasonably requested by the Company for purposes of satisfying any legal disclosure requirements. The New Nominee shall be compensated for his service as a director and shall be reimbursed for his expenses on the same basis as all other non-employee directors of the Company, and shall be entitled to the same rights of indemnification and directors’ and officers’ liability insurance coverage as the other non-employee directors of the Company, all as such rights may exist from time to time.

  • Resignation as Officer or Director Upon a termination of employment, unless requested otherwise by the Company, the Executive shall resign each position (if any) that the Executive then holds as a director or officer of the Company or of any affiliates of the Company. The Executive’s execution of this Agreement shall be deemed the grant by the Executive to the officers of the Company of a limited power of attorney to sign in the Executive’s name and on the Executive’s behalf any such documentation as may be required to be executed solely for the limited purposes of effectuating such resignations.

  • Nomination The Allottee admits and accepts that before the execution and registration of conveyance deed of the Said Apartment And Appurtenances, the Allottee will be entitled to nominate, assign and/or transfer the Allottee’s right, title, interest and obligations under this Agreement on payment of 2% (two percent) of the market price prevailing at that time (to be determined by the Promoter) as nomination charge to the Promoter subject to the covenant by the nominee that the nominee will strictly adhere to the terms of this Agreement and subject also to the below mentioned conditions:

  • Board Nomination Rights (a) From the Effective Date, VEP Group shall have the right, but not the obligation, to nominate to the Board a number of designees equal to at least: (i) 100% of the Total Number of Directors (as defined below), so long as Vista Beneficially Owns shares of Common Stock representing at least 40% of the Original Amount of VEP Group, (ii) 40% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 30% but less than 40% of the Original Amount of VEP Group, (iii) 30% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 20% but less than 30% of the Original Amount of VEP Group, (iv) 20% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 10% but less than 20% of the Original Amount of VEP Group and (v) 1 Director (as defined below), in the event that Vista Beneficially Owns shares of Common Stock representing at least 5% of the Original Amount of VEP Group (such persons, the “Nominees”). For purposes of calculating the number of directors that VEP Group is entitled to designate pursuant to the immediately preceding sentence, any fractional amounts shall automatically be rounded up to the nearest whole number (e.g., 1¼ Directors shall equate to 2 Directors) and any such calculations shall be made after taking into account any increase in the Total Number of Directors.

  • Nominating Committee Subject to the provisions of Article X, the Nominating Committee shall consist of such number of Directors (none of whom shall be an employee of the Corporation) as may be determined from time to time by the Board. Subject to the provisions of Article X, the Committee shall review the qualifications of potential candidates for the Equity Directors and shall propose nominees for the Equity Directors who are nominated by the Board. Subject to the provisions of Article X, in making their nominations, the Nominating Committee and the Board of Directors shall take into consideration that (i) the Board of Directors shall have meaningful representation of a diversity of interests, including floor brokers, floor traders, futures commission merchants, producers, consumers, processors, distributors and merchandisers of commodities traded on Chicago Mercantile Exchange Inc. (the “Exchange”) or Board of Trade of the City of Chicago, Inc. (the “CBOT”), participants in a variety of pits or principal groups of commodities traded on the Exchange or the CBOT and other market users or participants; (ii) at least 10% of the members of Board of Directors shall be composed of persons representing farmers, producers, merchants or exporters of principal commodities traded on the Exchange or the CBOT; and (iii) at least 20% of the members of the Board of Directors shall be composed of persons who do not possess trading privileges on either the Exchange or the CBOT, are not salaried employees of the Corporation and are not officers, principals or employees who are involved in operating the futures exchange related business of a firm entitled to members’ rates on either the Exchange or the CBOT. Notwithstanding the foregoing, the Nominating Committee shall include the Chief Executive Officer of the Corporation as a nominee for an Equity Director at any annual meeting of shareholders at which his or her term is scheduled to expire; provided, that if such term expiration occurs during the Transition Period, the Chief Executive Officer shall be nominated as a CME Director. Subject to the provisions of Article X, a majority of the Nominating Committee shall constitute a quorum necessary to transact business.

  • Nomination of Directors Except as otherwise fixed by resolution of the Board of Directors pursuant to the Articles of Incorporation relating to the authorization of the Board of Directors to provide by resolution for the issuance of Preferred Stock and to determine the rights of the holders of such Preferred Stock to elect directors, nominations for the election of directors may be made by the Board of Directors, by a committee appointed by the board of directors, or by any stockholder of record at the time of giving of notice provided for herein. However, any stockholder entitled to vote in the election of directors as provided herein may nominate one or more persons for election as directors at a meeting only if written notice of such stockholder's intent to make such nomination or nominations has been delivered to or mailed and received by the secretary of the corporation not later than, (a) with respect to an election to be held at an annual meeting of stockholders, 120 calendar days in advance of the first anniversary of the date the corporation's proxy statement was released to security holders in connection with the preceding year's annual meeting; PROVIDED, HOWEVER, that in the event that the date of the annual meeting is changed by more than thirty (30) days from such anniversary date, notice by the stockholder to be timely must be received not later than the close of business on the tenth (10th) day following the earlier of the day on which notice of the date of the meeting was mailed or public disclosure was made, and (b) with respect to an election to be held at a special meeting of stockholders for the election of directors, not earlier than the close of business on the 90th day prior to such special meeting and not later than the close of business on the later of the 60th day prior to such special meeting or the tenth (10th) day following the day on which public disclosure is first made of the date of the special meeting and the nominees proposed by the board of directors to be elected at such a meeting. Notwithstanding any of the foregoing to the contrary, in the event that the number of directors to be elected by the Board of Directors of the corporation is increased and there is no public disclosure by the corporation naming the nominees for director or specifying the size of the increased Board of Directors at least seventy (70) days prior to the first anniversary of the date of the preceding year's annual meeting, a

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