Shared Directors, Officers or Employees Sample Clauses

Shared Directors, Officers or Employees. Immediately prior to the Distribution, (i) each Person who is an officer, director or employee of any member of the New News Corporation Group and an officer, director or employee of any member of the Remainco Group (a “Shared Director, Officer or Employee”) and who is to continue as an officer, director or employee of any member of the New News Corporation Group after the Distribution shall resign, effective at or prior to the Distribution, from each of such Person’s positions with each member of the Remainco Group, except for (a) K. Xxxxxx Xxxxxxx, who will continue to serve as the Chairman and Chief Executive Officer of Remainco and a director and officer of certain members of the Remainco Group, (b) Xxxxxx Xxxxxxxx, who will continue to serve as Senior Executive Vice President, Group General Counsel and Chief Compliance Officer of Remainco and a director and officer of certain members of the Remainco Group, (c) Xxxxx X. Xxxxxxx, who will continue to serve as Deputy Chief Operating Officer and director of Remainco and a director and officer of certain members of the Remainco Group, and (d) Xxxxxxx X. Xxxxxxx, who will continue to serve as director of Remainco; and (ii) each such Shared Director, Officer or Employee who is to continue as a director, officer or employee of any member of the Remainco Group after the Distribution shall resign, effective at or prior to the Distribution, from each of such Person’s positions with each member of the New News Corporation Group, except for (a) K. Xxxxxx Xxxxxxx, who will continue to serve as the Executive Chairman of New News Corporation and a director and officer of certain members of the New News Corporation Group, (b) Xxxxxx Xxxxxxxx, who will continue to serve as General Counsel of New News Corporation, (c) Xxxxx X. Xxxxxxx, who will continue to serve as director of New News Corporation, and (d) Xxxxxxx X. Xxxxxxx, who will continue to serve as director of New News Corporation.
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Shared Directors, Officers or Employees. Immediately prior to the Distribution Date, (i) each Person who is an officer, director or employee of any member of the Newspaper Holdco Group and an officer, director or employee of any member of the Belo Group (a “Shared Director, Officer or Employee”) and who is to continue as an officer, director or employee of any member of the Newspaper Holdco Group after the Distribution Date shall resign, effective at or prior to the Effective Time, from each of such Person’s positions with each member of the Belo Group; except for Xxxxxx X. Xxxxxxx, Xxxxxx X. Xxxxxxx, and Xxxxx X. Xxxxxxx III, who will continue as a director, officer or employee, as the case may be, of Belo; and (ii) each such Shared Director, Officer or Employee who is to continue as a director, officer or employee of any member of the Belo Group after the Distribution Date shall resign, effective at or prior to the Effective Time, from each of such Person’s positions with each member of the Newspaper Holdco Group; except for Xxxxxx X. Xxxxxxx, Dealey X. Xxxxxxx, and Xxxxx X. Xxxxxxx III, who will continue as a director, officer or employee, as the case may be, of Newspaper Holdco.

Related to Shared Directors, Officers or Employees

  • 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.

  • 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.

  • Directors; Officers From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • 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.

  • Officers, Directors and Employees JML has one officer and director, namely Xxxxx Polos, and has no employees.

  • No Personal Liability of Directors, Officers, Employees and Shareholders No past, present or future director, officer, employee, incorporator or shareholder 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.

  • No Liability of Directors, Officers, Employees, Incorporators, Members and Stockholders No director, officer, employee, incorporator, member or stockholder of the Company or the Parent, as such, will have any liability for any obligations of the Company or the Parent under the Notes, any Note Guarantee or this Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes.

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

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