Outside Directors. Any director who is not and has not been an officer of the Company (an Outside Director) shall not be nominated for re-election as a director at the next annual meeting following either (i) fifteen years service as a director or (ii) the director's seventieth birthday. At the time an Outside Director retires from or changes the principal occupation engaged in when initially elected as a director, he or she shall notify the Nominating Committee of his or her change of position together with an indication of whether or not he or she is willing to stand for election as a director at the next annual meeting; thereafter the Nominating Committee at
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Outside Directors. Unless and until all of the outstanding Capital Stock of the Company is owned by Stockholder or Stockholder no longer holds any equity of the Company, there will at all times be at least three directors on the Board of Directors who are Independent ("Outside Directors") of both the Company and Stockholder. Stockholder shall perform its obligations under this Article II by voting its Shares, and directing the directors which it is entitled to nominate by virtue of owning the Series A Preferred Stock to act, accordingly.
Outside Directors. The Founders shall vote or act with respect to the Founders' Shares so as to always elect two (2) designees nominated by the holders of a majority of the outstanding shares of Common Stock held by the Founders and reasonably approved by the holders of at least 75% of the outstanding shares of Preferred Stock held by Investors as directors of the Company. In the event, but only for so long as, the Founders and Investors cannot agree as to one or both of such directors, the Founders shall vote or act with respect to the Founders' Shares so as to leave one or both vacancies on the Board. As of the date hereof, the outside directors shall be Xxxxxx Xxxxxxxxxx and Xxxx Xxxxxxx.
Outside Directors. John M. Leinonen ("Leinonen"), Lon X. Xxxxxxxxxxx ("Offxxxxxxxx"), Xxxxxx D. Olliver ("Xxxxxxx"), Jamxx X. Xxxxxxx ("Xithexx") xxx X. Xxxxas Emerson ("Xxxxxxx") are eacx xxxxxxx xx xhe Board of Directors of Simula, Inc., an Arizona corporation ("Simula" or the "Company"). Leinonen, Offenbacher, Olliver, Withers and Emerson are xxxxxxxfter xxxxxxxively referred to as the "Director Parties," and individually as a "Director Party."
Outside Directors. Two representatives designated by mutual agreement of the Series B-1 Directors, Series B-2 Directors and Series B-3 Director, neither of whom shall be an employee of the Company or any of the Investors, one of who initially shall be Xxxxx Xxxxxxxx and one of which seats shall initially be vacant.
Outside Directors. Up to two representatives designated by unanimous consent of all other Directors; provided, that no current or former officer or employee of the Company or any affiliate of the Company, or a current or former officer or employee of the Company shall be designated as an outside director.
Outside Directors. The Company hereby covenants that upon consummation of a Business Transaction, as such term is defined in the Company's Registration Statement and Prospectus, the board of directors of the surviving company will include at least two independent directors that are reasonably acceptable to Xxxxx.
Outside Directors. STOCK OPTION AGREEMENT HARRXX XXXPORATION STOCK INCENTIVE PLAN Amended as of 10/24/97 This Stock Option Agreement ("Agreement") is entered into as of the 24th day of October, 1997 between Harrxx Xxxporation (the "Corporation"), a Delaware corporation having its principal office in Melbourne, Florida, and name (the "Director"), an outside director of the Corporation.
Outside Directors. In the event of the resignation or termination of an Outside Director for any reason whatsoever, the Borrower shall engage a replacement Outside Director who is acceptable to the Administrative Agent and the Required Lenders within two (2) Business Days after such resignation or termination, or such longer period as the Administrative Agent shall reasonably agree.
