Common use of Nominee Directors Clause in Contracts

Nominee Directors. The number of Nominee Directors shall initially be three (3), nominated one each by the Wisconsin Counties Association, the League of Wisconsin Municipalities and the Green Tier Legacy Communities (the “Supporting Organizations”). Thereafter, so as to insure that at all times Representative Directors comprise a majority of the Board, at such time as the Commission has at least seven (7) Members, the number of Nominee Directors shall be increased to six (6) and at such time as the Commission has at least ten (10) Members, the number of Nominee Directors shall be increased to nine (9), in each case with the additional directors nominated by the Sponsoring Organizations as provided above. Nominee Directors may but need not be public officials. Each Nominee Director shall serve for an initial term expiring at the first annual Board meeting held after December 31, 2016. The successors to such Nominee Directors shall be selected by majority vote of the entire Board consistent with a nomination process to be established by the Board. Thereafter, Nominee Directors shall serve staggered three (3) year terms expiring at the Annual Board Meeting in every third year or until their respective successors are appointed. Any appointment to fill an unexpired term, however, shall be for the remainder of such unexpired term. The term of office specified herein shall be applicable unless the term of office of a Nominee Director is terminated as hereinafter provided, and provided that the term of any Nominee Director shall not expire until a successor thereto has been appointed as provided herein. The number of Nominee Directors may be increased or decreased by resolution adopted by the Board from time to time, provided, that any decrease in the number of Nominee Directors shall not decrease the term of any current director at the time of such decrease. A Nominee Director may be removed and replaced at any time by a majority vote of the Board.

Nominee Directors. (i) The number of Nominee Directors shall initially be three (3), nominated one each by the Wisconsin Counties Association, the League of Wisconsin Municipalities and the Green Tier Legacy Communities Communi- ties (the “Supporting Organizations”). Thereafter, so as to insure that at all times Representative Directors comprise a majority of the Board, at such time as the Commission has at least seven (7) Members, the number of Nominee Nom- inee Directors shall be increased to six (6) and at such time as the Commission has at least ten (10) Members, the number of Nominee Directors shall be increased in- creased to nine (9), in each case with the additional directors nominated by the Sponsoring Organizations as provided above. . (ii) Nominee Directors may but need not be public officials. . (iii) Each Nominee Director shall serve for an initial term expiring ex- piring at the first annual Board meeting held after December 31, 2016. The successors to such Nominee Directors shall be selected by majority vote of the entire Board consistent with a nomination process to be established by the Board. Thereafter, Nominee Directors shall serve staggered three (3) year terms expiring at the Annual Board Meeting in every third year or until their respective successors succes- sors are appointed. Any appointment to fill an unexpired term, however, shall be for the remainder of such unexpired term. The term of office specified herein shall be applicable unless the term of office of a Nominee Director is terminated as hereinafter provided, and provided that the term of any Nominee Director shall not expire until a successor thereto has been appointed as provided herein. . (iv) The number of Nominee Directors may be increased or decreased de- creased by resolution adopted by the Board from time to time, provided, that any decrease in the number of Nominee Directors shall not decrease the term of any current director at the time of such decrease. . (v) A Nominee Director may be removed and replaced at any time by a majority vote of the Board.

Nominee Directors. The number I) IREDA shall have the right to appoint and remove from time to time, Director(s) on the Board of Nominee Directors shall initially be three (3), nominated one each by the Wisconsin Counties Association, the League of Wisconsin Municipalities and the Green Tier Legacy Communities (the “Supporting Organizations”). Thereafter, so as to insure that at all times Representative Directors comprise a majority of the Board, at Borrower as set out in the Loan Agreement (such time director(s) is/are hereinafter referred to as the Commission has at least seven (7'Nominee Directors” nominated. II) Members, the number of The Nominee Director(s) shall not be required to hold qualification shares and not be liable to retire by rotation. III) The Nominee Directors shall be increased entitled to six (6) all the rights and at such time privileges of other directors including the sitting fees and expenses as payable to other directors but if any other fees, commission, monies or remuneration in any form is payable to the Commission has at least ten (10) Membersdirectors, the number of Nominee Directors shall be increased to nine (9)fees, commission, monies and remuneration in each case with the additional directors nominated by the Sponsoring Organizations as provided above. Nominee Directors may but need not be public officials. Each Nominee Director shall serve for an initial term expiring at the first annual Board meeting held after December 31, 2016. The successors relation to such Nominee Directors shall accrue to IREDA and the same shall accordingly be selected paid by majority vote the Borrower directly to IREDA. Provided that if any such Nominee Directors is/are officers of the entire Board consistent with a nomination process IREDA, the sitting fees in relation to be established by the Board. Thereafter, such Nominee Directors shall serve staggered three (3) year terms expiring at also accrue to IREDA and the Annual Board Meeting in every third year or until their respective successors are appointedsame shall accordingly be paid by the Borrower directly to IREDA . Any expenditure incurred by IREDA or the Nominee Directors in connection with his/their appointment to fill an unexpired term, however, or directorship shall be for the remainder of such unexpired term. The term of office specified herein shall be applicable unless the term of office of a Nominee Director is terminated as hereinafter provided, and provided that the term of any Nominee Director shall not expire until a successor thereto has been appointed as provided herein. The number of Nominee Directors may be increased or decreased by resolution adopted borne by the Board from time to time, provided, that any decrease in the number of Borrower. IV) The Nominee Directors shall not decrease be appointed Member(s) of the term of any current director at the time of such decrease. A Nominee Director may be removed and replaced at any time by a majority vote Management Committee or other Committees of the Board, if so desired by IREDA. V) The Nominee Directors shall be entitled to receive all notices, agenda and minutes, etc. and to attend all General Meetings and Board Meetings and Meetings of any Committees of the Board of which he/they is/are members and to receive all routines Agenda minutes etc. of the said meetings. VI) If, at any time, the Nominee Directors are not able to attend a meeting of the Board of Directors or any of its Committees, of which he/they is/are members, IREDA may depute an observer to attend the meeting. The expenses incurred by IREDA in this connection shall be borne by the Borrower. VII) The Borrower agrees and confirms that the Borrower shall take immediate steps within time bound programme to appoint nominee/s of IREDA on its Board immediately on receipt of letter from IREDA and shall ensue that IREDA’s nominees are taken on its Board at the next meeting of the Borrower to be held after receipt of XXXXX’s letter as aforesaid.

Nominee Directors. (i) The number of Nominee Directors shall initially be three (3), nominated one each by the Wisconsin Counties Association, the League of Wisconsin Municipalities and the Green Tier Legacy Communities Communties (the “"Supporting Organizations”"). Thereafter, so as to insure that at all times Representative Directors comprise a majority of the Board, at such time as the Commission has at least seven (7) Members, the number of Nominee Directors shall be increased to six (6) and at such time as the Commission has at least ten (10) Members, the number of Nominee Directors shall be increased to nine (9), in each case with the additional directors nominated by the Sponsoring Organizations as provided above. . (ii) Nominee Directors may but need not be public officials. . (iii) Each Nominee Director shall serve for an initial term expiring at the first annual Board meeting held after December 31, 2016. The successors to such Nominee Directors shall be selected by majority vote of the entire Board consistent with a nomination process to be established by the Board. Thereafter, Nominee Directors shall serve staggered three (3) year terms expiring at the Annual Board Meeting in every third year or until their respective successors are appointed. Any appointment to fill an unexpired term, however, shall be for the remainder of such unexpired term. The term of office specified herein shall be applicable unless the term of office of a Nominee Director is terminated as hereinafter provided, and provided that the term of any Nominee Director shall not expire until a successor thereto has been appointed as provided herein. . (iv) The number of Nominee Directors may be increased or decreased by resolution adopted by the Board from time to time, provided, that any decrease in the number of Nominee Directors shall not decrease the term of any current director at the time of such decrease. . (v) A Nominee Director may be removed and replaced at any time by a majority vote of the Board.