Officer and Director Sample Clauses

Officer and Director. Upon termination of your employment, for any reason, you shall, as and when requested by the Corporation, resign as an officer and director of the Corporation (as and when applicable) and of any other affiliates or related companies, for no further compensation or remuneration.
Sample 1Sample 2
AutoNDA by SimpleDocs
Officer and Director. Xxxxxx shall cause Xxxxx to be appointed as a director and treasurer of the Company. Xxxxx' duties as treasurer shall be (i) those of a treasurer of a similarly situated company and he shall otherwise have no duties as an officer of the Company in relation to its management or operational decisions and (ii) assisting the Company in raising capital and advising on the strategic direction and financial performance of the Company. In connection with Xxxxx' services as treasurer, he shall have access to all of the bank accounts of the Company and its subsidiaries.
Sample 1
Officer and Director. During the Term, the Executive shall serve -------------------- as Vice Chairman of the Board of the Company and as Chairman of the Board and Chief Executive Officer of Spelling Television Inc. ("STI") and shall serve in his discretion as Chairman of the Board and Chief Executive Officer of any of the other subsidiaries of the Company which engage in substantial television production, whether currently existing or hereafter formed or acquired (collectively referred to herein as the "Production Subsidiaries"), and shall serve as a member of the Board of Directors of the Company. Notwithstanding the foregoing, the term "Production Subsidiaries" shall not include Worldvision Enterprises, Inc. and its subsidiaries. The Company shall use its best efforts to cause the Executive to be a member of the Board of Directors of the Company throughout the Term and shall include him in the management slate for election as a director of the Company at every stockholders' meeting at which his term as a director would otherwise expire. During the Term, STI and the Production Subsidiaries designated by Executive shall employ or engage no one other than the Executive with the Executive's title or function under this Agreement without the Executive's prior written approval. During the Term, all officers and employees (who shall include all persons traditionally employed by such entities prior to the date hereof and the persons performing all of the principal functions of a stand- alone production company, including but not limited to development, production (including wardrobe, transportation, etc.), merchandising, business affairs, legal affairs and the like) of STI and the designated Production Subsidiaries shall report to the Executive (directly or through such channels as the Executive shall designate in consultation with Xxxxxx Xxxxxxxx and the appropriate board of directors) and not to any other individual or entity. During the Term, the Company agrees it will not, without the prior written consent of the Executive, cease to have the production of television programming as one of its principal lines of business.
Sample 1
Officer and Director. Information The information about the DSKX officers and directors set forth in the DSKX SEC Reports complied in all material respects with the requirements of the Securities Act and the Exchange Act and the rules and regulations of the SEC promulgated thereunder. Section 3.12 Absence of Certain Business Practices Neither DSKX, nor any of its subsidiaries and affiliates, nor any directors, officers, agents or employees of DSKX (in their capacities as such) has (i) used any funds for unlawful contributions, gifts, entertainment or other unlawful expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic government officials or employees or to foreign or domestic political parties, or (iii) made any other unlawful payment. Section 3.13 Over-the-Counter Bulletin Board Quotation DSKX Common Stock is quoted on the OTC BB under the Symbol “DSKX”. There is no action or proceeding pending or, to DSKX’s knowledge, threatened against DSKX by Nasdaq or Financial Industry Regulation Authority, Inc. with respect to any intention by such entities to prohibit quotation of DSKX Common Stock on the OTC BB. Section
Sample 1
Officer and Director. From September 27, 2000 and until the Effective Date, Timoxxx X. Xxxxxx xx and will be the sole director and the President and Secretary of Target. There are no other officers of Target.
Sample 1
Officer and Director. Robert T. Pluese shall be appointed by the Board of Xxxxxxxxx xx xxe Bank to the Surviving Bank's Board of Directors and Gerard M. Banmiller shall be appointed as Regional Xxxxxxxxx xx xxx Xxw Division, effective at the Effective Time.
Sample 1
Officer and Director. As an officer and director of StockDepot, Xxxxx authorized, permitted or acquiesced in StockDepot’s contraventions of sections 34(1), 50(1)(d), 57.1, and 61 of the Act and, therefore, pursuant to section 168.2 of the Act Xxxxx also contravened the same provisions.
Sample 1
AutoNDA by SimpleDocs
Officer and Director. Xxxxxx X. Xxxxxx shall be appointed by the Board of Directors of the Bank to the Surviving Bank's Board of Directors and Xxxxxx X. Xxxxxxxxx shall be appointed as Regional President of the New Division, effective at the Effective Time.
Sample 1
Officer and Director. As Senior Vice President, Sales and Marketing, you -------------------- will be an officer of the company. You will also be nominated to join ENACT's Board of Directors. All ENACT directors are nominated and elected annually by the shareholders.
Sample 1

Related to Officer and Director

  • Officers and Directors No person is serving or acting as an officer, trustee or investment adviser of the Fund except in accordance with the provisions of the 1940 Act and the Rules and Regulations and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the rules and regulations of the Commission promulgated under the Advisers Act (the “Advisers Act Rules and Regulations”). Except as disclosed in the Registration Statement, each preliminary prospectus and the Prospectus (or any amendment or supplement to any of them), no trustee of the Fund is (A) an “interested person” (as defined in the 0000 Xxx) of the Fund or (B) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter.

  • Officer and Director Liability Insurance The Company shall, from time to time, make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses from wrongful acts, or to ensure the Company’s performance of its indemnification obligations under this Agreement. Among other considerations, the Company will weigh the costs of obtaining such insurance coverage against the protection afforded by such coverage. In all policies of director and officer liability insurance, Indemnitee shall be named as an insured in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company’s directors, if Indemnitee is a director; or of the Company’s officers, if Indemnitee is not a director of the Company but is an officer; or of the Company’s key employees, if Indemnitee is not an officer or director but is a key employee. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain such insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such insurance are disproportionate to the amount of coverage provided, if the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or if Indemnitee is covered by similar insurance maintained by a parent or subsidiary of the Company.

  • Officers and Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and by-laws of the Surviving Corporation, in each case until their respective successors are duly elected and qualified.

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

  • Incorporators, Stockholders, Officers and Directors of Company Exempt from Individual Liability No recourse under or upon any obligation, covenant or agreement contained in this Indenture or any indenture supplemental hereto, or in any Security or any coupons appertaining thereto, or because of any indebtedness evidenced thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer, director or employee, as such, of the Company or of any successor, either directly or through the Company or any successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of the Securities and the coupons appertaining thereto by the holders thereof and as part of the consideration for the issue of the Securities and the coupons appertaining thereto.

  • Executive Director (a) The HMO must employ a qualified individual to serve as the Executive Director for its HHSC HMO Program(s). Such Executive Director must be employed full-time by the HMO, be primarily dedicated to HHSC HMO Program(s), and must hold a Senior Executive or Management position in the HMO’s organization, except that the HMO may propose an alternate structure for the Executive Director position, subject to HHSC’s prior review and written approval. (b) The Executive Director must be authorized and empowered to represent the HMO regarding all matters pertaining to the Contract prior to such representation. The Executive Director must act as liaison between the HMO and the HHSC and must have responsibilities that include, but are not limited to, the following: (1) ensuring the HMO’s compliance with the terms of the Contract, including securing and coordinating resources necessary for such compliance; (2) receiving and responding to all inquiries and requests made by HHSC related to the Contract, in the time frames and formats specified by HHSC. Where practicable, HHSC must consult with the HMO to establish time frames and formats reasonably acceptable to the Parties; (3) attending and participating in regular HHSC HMO Executive Director meetings or conference calls; (4) attending and participating in regular HHSC Regional Advisory Committees (RACs) for managed care (the Executive Director may designate key personnel to attend a RAC if the Executive Director is unable to attend); (5) making best efforts to promptly resolve any issues identified either by the HMO or HHSC that may arise and are related to the Contract; (6) meeting with HHSC representative(s) on a periodic or as needed basis to review the HMO’s performance and resolve issues, and (7) meeting with HHSC at the time and place requested by HHSC, if HHSC determines that the HMO is not in compliance with the requirements of the Contract.

  • President Unless the Trustees otherwise provide, the President shall preside at all meetings of the shareholders and of the Trustees. Unless the Trustees otherwise provide, the President shall be the chief executive officer.

  • President and Chief Executive Officer The president shall be the chief executive officer of the Trust, unless the Board of Trustees designates the chairman as chief executive officer. The chief executive officer shall see that all orders and resolutions of the Board of Trustees are carried into effect. The chief executive officer shall also be the chief administrative officer of the Trust and shall perform such other duties and have such other powers as the Board of Trustees may from time to time prescribe.

  • Xxxxxx, President s/ Xxxxx Xxxx ---------------------------------- Xxxxx Xxxx

  • CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER CERTIFICATION The undersigned Chief Executive Officer and Chief Fiscal Officer of the Recipient, as both are designated in Appendix B of the Agreement, hereby request the Director to disburse financial assistance moneys made available to Project in Appendix C of the Agreement (inclusive of any amendment thereto) to the payee as identified below in the amount so indicated which amount equals the product of the Disbursement Ratio and the dollar value of the attached cost documentation which was properly billed to the Recipient in exclusive connection with the performance of the Project. The undersigned further certify that:

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