Service as Officers and Directors Sample Clauses

Service as Officers and Directors. 2.6.1 Directors, officers, employees and agents of Xxx. Xxxxxx, as may be selected from time to time by Xxx. Xxxxxx, may be appointed by TCBY and serve as directors, officers, agents, nominees and signatories of TCBY or any subsidiary thereof, to the extent permitted by the articles and bylaws of TCBY (and resolutions duly adopted by the Board pursuant thereto), this Agreement, applicable law and the Senior Debt Documents and such terms and conditions as Xxx. Xxxxxx may reasonably impose in connec tion with such service or appointment where any such person may serve concurrently as an officer or director of Xxx. Xxxxxx and TCBY (or any subsidiary thereof); provided, that TCBY shall not be required to make cash payments to such individuals for so serving.
Sample 1
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Service as Officers and Directors. (a) Directors, officers, employees and agents of the Manager, as may be selected from time to time by the Manager, may be appointed by the Company and serve as directors, officers, agents, nominees and signatories of the Company or any Company Subsidiary, to the extent permitted by the organizational documents of such entity (and resolutions duly adopted by the board of directors (or other governing body thereof) pursuant thereto), this Agreement, applicable law and such terms and conditions as the Manager may reasonably impose in connection with such service or appointment where any such person may serve concurrently as an officer or director of the Manager and as an officer or manager of the Company (or any Company Subsidiary).
Sample 1

Related to Service as Officers and Directors

  • 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.

  • Responsibility of Dual Directors, Officers and/or Employees If any person who is a manager, partner, officer or employee of the Adviser or the Administrator is or becomes a director, officer and/or employee of the Company and acts as such in any business of the Company, then such manager, partner, officer and/or employee of the Adviser or the Administrator shall be deemed to be acting in such capacity solely for the Company, and not as a manager, partner, officer or employee of the Adviser or the Administrator or under the control or direction of the Adviser or the Administrator, even if paid by the Adviser or the Administrator.

  • Resignation of Officers and Directors The Company shall use all reasonable efforts to obtain and deliver to Parent prior to the Closing the resignation of each officer and director of the Company.

  • Resignations of Officers and Directors The Sellers shall have delivered to Purchaser the resignations of all current officers and directors of the Company, effective as of the Closing Date.

  • Duties of Officers and Directors Except as otherwise specifically provided in this Agreement, the duties and obligations owed to the Company and to the Board of Directors by the Officers of the Company and by members of the Board of Directors of the Company shall be the same as the respective duties and obligations owed to a corporation organized under the Delaware General Corporation Law by its officers and directors, respectively.

  • Directors, Officers and Employees The Administrator shall authorize and permit any of its directors, officers and employees who may be elected as trustees or officers of the Trust and/or the Funds to serve in the capacities in which they are elected. All services to be furnished by the Administrator under this Agreement may be furnished through such directors, officers or employees of the Administrator.

  • Officers and Directors of Surviving Corporation The officers and directors of Merger Sub shall be the officers and directors of the Surviving Corporation, until the earlier of their resignation or removal or otherwise ceasing to be an officer or director or until their respective successors are duly elected and qualified, as the case may be.

  • Officers and Directors of the Surviving Corporation (a) From and after the Effective Time, the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation, each to hold office until their respective successors shall have been duly elected, designated or qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and bylaws of the Surviving Corporation.

  • Resignation as Officer and Director Upon termination of this Agreement and the Executive’s employment hereunder for any reason by either party, the Executive shall be deemed to have resigned from all offices and positions the Executive may hold with the Company at such time including without limitation Board membership and/or positions as an officer of the Company.

  • No Personal Liability of Directors, Officers, Employees and Stockholders No past, present or future director, officer, employee, incorporator or stockholder of the Company, as such, will have any liability for any obligations of the Company under the Indenture or the Notes or for any claim based on, in respect of, or by reason of, such obligations or their creation. By accepting any Note, each Holder waives and releases all such liability. Such waiver and release are part of the consideration for the issuance of the Notes.

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