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.
Officers and Directors. Except as disclosed in the Prospectus and the Disclosure Package, no person is serving or acting as an officer or director of the Company except in accordance with the applicable provisions of the 1940 Act. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, no director of the Company is (i) an “interested person” (as defined in the 0000 Xxx) of the Company or (ii) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter. For purposes of this Section 1(k), the Company shall be entitled to reasonably rely on representations from such officers and directors.
Officers and Directors. Promptly upon knowledge thereof, the Borrower will deliver to the Lender notice any change in the persons constituting the Borrower's Officers and Directors.
Officers and Directors. (a) From and after the Effective Time, the officers of Merger Sub at the Effective Time shall be the officers of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified in accordance with applicable law.
(b) The Board of Directors of the Surviving Corporation effective as of, and immediately following, the Effective Time shall consist of the directors of Merger Sub immediately prior to the Effective Time.
Officers and Directors. Promptly upon knowledge thereof, notice of any change in the persons constituting the Borrower’s Officers and Directors.
Officers and Directors. The officers and directors of the Company immediately prior to the Effective Time shall be the officers and directors of the Surviving Company, and shall hold office in accordance with the articles of incorporation and bylaws of the Surviving Company until the earlier of the applicable officer's or director's resignation or removal or until his or her respective successor is duly elected and qualified, as the case may be.
Officers and Directors. The directors of Merger Sub and the ---------------------- officers of the Company at the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Articles and the Surviving Corporation's regulations.
Officers and Directors. At the Effective Time, each of the persons who was serving as an officer of Pioneer USA immediately prior to the Effective Time shall continue to be an officer of Pioneer USA and shall continue to serve in such capacity at the pleasure of the board of directors of Pioneer USA or, if earlier, until their respective death or resignation. At the Effective Time, each of the persons who was serving as a director of Pioneer USA immediately prior to the Effective Time shall continue to be a director of Pioneer USA, and each shall serve in such capacity until the next annual meeting of stockholders of Pioneer USA and until his or her successor is elected and qualified or, if earlier, until his death, resignation, or removal from office.
Officers and Directors. (a) The Disclosure Schedule accurately and completely lists the names of the Company's and each of its Subsidiaries' respective directors, executive officers, and any of their respective significant employees (as such term is defined in Regulation S-K under the Securities Act) and the compensation payable to each of them to serve as such.
(b) Except as set forth on the Disclosure Schedule attached to this Agreement, none of the Sellers or any of the current directors, current executive officers or current significant employees (as such term is defined in Section 3.28(a)) of either the Company or any of its Subsidiaries has, within the past five (5) years:
(i) (x) filed or had filed against him or her a petition under the Federal bankruptcy laws or any state insolvency or similar law, or (y) had a receiver, conservator, fiscal agent or similar officer appointed by a court for the business, property or assets of such individual, or any partnership in which he or she was a general partner or any other Person of which he or she was a director or an executive officer or had a position having similar powers and authority at or within two (2) years of the date of such filing;
(ii) been convicted of, or pled guilty or no contest to, any crime (other than traffic offenses and other minor offenses);
(iii) been named as a subject of any criminal Legal Proceeding (other than for traffic offenses and other minor offenses);
(iv) been the subject of any Order or sanction relating to an alleged violation of, or otherwise found by any Governmental or Regulatory Authority to have violated: (x) any Requirement of Law relating to securities or commodities, (y) any Requirement of Law respecting financial institutions, insurance companies, or fiduciary duties owed to any Person, (z) any Requirement of Law prohibiting fraud (including, without limitation, mail fraud or wire fraud);
(v) been the subject of any Order enjoining or otherwise prohibiting him or her from engaging in any type of business activity; or
(vi) been the subject of any Order or sanction by (x) a self- regulatory organization (as defined in Section 3(a)(26) of the Exchange Act), (y) a contract market designated pursuant to Section 5 of the Commodity Exchange Act, as amended, or (z) any substantially equivalent foreign authority or organization.
Officers and Directors. No person is serving or acting as an officer, director or investment manager 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 and the Prospectus (or any amendment or supplement to either of them), no director of the Fund is an "interested person" (as defined in the 1940 Act) of the Fund or an "affiliated person" (as defined in the 1940 Act) of any Underwriter listed in Schedule A hereto.
