Subsequent Nominations Sample Clauses

Subsequent Nominations. Until July 17, 1999, the Stockholders shall, at any time that Directors of the Corporation are to be elected, take such action as may be necessary to nominate or to cause the Board of Directors to nominate and recommend to the Stockholders, as the proposed members of the Board of Directors: (i) if Limited at all times prior to May 21, 1998 owns at least 100,000 shares of Common Stock - one Person designated by Limited, two Persons designated by the Incumbent Chairman of the Board and five Public Directors approved by the Nominating Committee and the Board of Directors, provided, however, that after July 31, 1998 the number of Public Directors approved by the Nominating Committee and the Board of Directors shall be six; provided, however, that in the event the total number of shares of Common Stock held by the Management Investors as a group shall increase to 3,010,000 or more at any time, then, so long as (i) the Incumbent Chairman of the Board and his Permitted Transferees at all times after July 31, 1998 own at least 500,000 shares of Common Stock, and (ii) the Management Investors at all times after July 31, 1998 own at least 2,010,000 shares of Common Stock, the Incumbent Chairman of the Board shall designate three Persons, instead of two Persons, to be nominated as proposed members of the Board of Directors, and the Stockholders shall take such action, and shall cause the Directors to take such action, as may be necessary to increase the total membership of the Board from nine to 10 and provided, further, that in the event the total number of shares of Common Stock owned by the Incumbent Chairman and his Permitted Transferees and by the Management Investors, respectively, shall at any time after July 31, 1998 be less than those required by clauses (i) and (ii) of the preceding proviso, the Incumbent Chairman of the Board shall thereafter designate two Persons, instead of three Persons, to be nominated as proposed members of the Board of Directors and the Stockholders shall take such action, and shall cause the Directors to take such action, as may be necessary to decrease the total membership of the board from 10 to nine. In the event Benaroya shall cease to serve as Chairman of the Board, regardless of the circumstances of such cessation, he, or his executor in the event of his death or the committee of his property in the event of his legal incompetence, shall retain the right to designate one Person to be nominated as a proposed member of the Board...
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Subsequent Nominations. Until March 17, 1997, the Stockholders shall, at any time that Directors of the Corporation are to be elected, take such action as may be necessary to nominate or to cause the Board of Directors to nominate and recommend to the Stockholders, as the proposed members of the Board of Directors: 9 10 (i) for as long as Limited at all times after the date of this Agreement owns at least 500,000 shares of Common Stock - two Persons designated by Limited, two Persons designated by the Incumbent Chairman of the Board and five Public Directors approved by the Nominating Committee and the Board of Directors;
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Subsequent Nominations. Until March 17, 1997, the Stockholders shall, at any time that Directors of the Corporation are to be elected, take such action as may be necessary to nominate or to cause the Board of Directors to nominate and recommend to the Stockholders, as the proposed members of the Board of Directors: (i) for as long as Limited at all times after December 23, 1992 owns at least 500,000 shares of Common Stock - two Persons designated by Limited, two Persons designated by the Incumbent Chairman of the Board and four Public Directors approved by the Nominating Committee and the Board of Directors, provided, however, that after July 31, 1993 the number of Public Directors approved by the Nominating Committee and the Board of Directors shall be five; (ii) for as long as Limited at all times after December 23, 1992 owns at least 100,000 shares of Common Stock but at any time owns less than 500,000 shares of Common Stock - one Person designated by Limited, two Persons designated by the Incumbent Chairman of the Board and five Public Directors approved by the Nominating Committee and the Board of Directors, provided, however, that after July 31, 1993 the number of Public Directors approved by the Nominating Committee and the Board of Directors shall be six; and
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Subsequent Nominations. Subject to Section 2.4, for so long as (i) prior to the Domestication Date Liberty Group Beneficially Owns, in the aggregate, a number of shares of EQY Common Stock equal to 50% of the total number of shares of EQY Common Stock Beneficially Owned by LIH as of the Closing (as such amount may be adjusted after the date of Closing for splits, reclassifications, recapitalizations, recombinations and/or similar events or transactions involving EQY Common Stock) (such number of shares to be agreed by the parties as of the Closing and set forth on Schedule I to be attached to this Agreement) and (ii) on or after the Domestication Date Liberty Group Beneficially Owns, in the aggregate, 3% or more of the total outstanding EQY Common Stock (calculated on a Fully Diluted Basis) and until the Termination Date, LIH shall have the right to nominate one candidate for election to the Equity One Board at every annual meeting of the stockholders of Equity One in which directors are generally elected, including without limitation, any adjournment or postponement thereof, and on any action by written consent of the stockholders of Equity One relating to the election of directors generally. For the avoidance of doubt, each threshold in subsection (i) and (ii) is a “low water xxxx,” such that at such time as any threshold described in (i) or (ii) is not met, resulting in a termination of any of the various rights and obligations of the parties set forth in this Section 2.2, the later acquisition of additional shares of EQY Common Stock by any member of Liberty Group (whether through open market purchases or otherwise) will not reinstate such rights or obligations. Notwithstanding the foregoing, in the event that the threshold set forth in subsection (ii) is either unintentionally not satisfied by Liberty Group or not satisfied by Liberty Group as a result of Equity One satisfying a redemption of EQY-CSC Class A Shares in cash pursuant to the Operating Agreement, then Liberty Group shall have the right for a period of ninety (90) days after LIH has actual knowledge of the occurrence of such event (the “Cure Period”), to buy additional shares of EQY Common Stock in order to satisfy the ownership requirement set forth in subsection (ii) and shall promptly notify Equity One when such ownership requirement has again been met; provided that Liberty Group shall only have the right to cure an unintentional failure one time. For purposes of this Section 2.2 and Section 2.4, LIH shall be...
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Subsequent Nominations. Subject to Section 2.4, for so long as (i) prior to the Domestication Date Liberty Group Beneficially Owns, in the aggregate, a number of shares of EQY
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Subsequent Nominations. At the first annual meeting of shareholders or at any subsequent Election Event, (a) (i) prior to the exercise of the 3Com Option to Purchase, for so long as Huawei Holding and 3Com Technologies together with their respective Affiliates own 51% and 49%, respectively, of the Net Outstanding Shares, Huawei Holding and 3Com Technologies shall be entitled to designate five and four individuals respectively, to serve as members of the Board; and (ii) following the closing of the 3Com Option to Purchase, if exercised, for so long as Huawei Holding and 3Com Technologies with their respective Affiliates own 49% and 51%, respectively, of the Net Outstanding Shares, Huawei Holding and 3Com Technologies shall be entitled to designate four and five individuals respectively, to serve as members of the Board.
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Subsequent Nominations. (a) (i) Subject to Section 3.04(a)(ii) each of BCI Investments and AM Latin America shall be entitled to nominate for election three (3) directors to the Board for so long as BCI Investments or AM Latin America, as the case may be, holds at least 20% of the Outstanding Shares of the Company; provided, however, that neither BCI Investments nor AM Latin America may exercise such right at any time when it is a Defaulting Shareholder. If at any time either BCI Investments or AM Latin America shall hold less than 20% of the Outstanding Shares of the Company, BCI Investments or AM Latin America, as the case may be, shall forfeit its right to nominate for election three (3) directors to the Board pursuant to this Section 3.04(a)(i); provided, however, that, subject to Section 3.04(a)(ii), if: (A) at any time subsequent to forfeiting such right, either BCI Investments or AM Latin America, as the case may be, holds at least 20% of the Outstanding Shares of the Company, and (B) BCI Investments or AM Latin America, as the case may be, has not previously transferred its right to nominate for election three (3) directors to the Board to a Veto Transferee pursuant to Section 3.13(a), then the other Initial Shareholders shall vote their Shares in order to permit BCI Investments or AM Latin America, as the case may be, to regain its right to nominate for election three (3) directors to the Board pursuant to this Section 3.04(a)(i).
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Subsequent Nominations. Each of the initial Class I directors have been nominated for reelection by stockholders at the 2023 annual meeting of stockholders and, subject to Section 2.1(f), shall hold office until the annual meeting of stockholders in 2026 or until their earlier resignation, removal or death. Subject to Sections 2.1(e) and (f) below, (i) Class II directors shall be nominated for reelection by the stockholders at the 2024 annual meeting of stockholders and shall hold office until the annual meeting of stockholders in 2027 or until their earlier resignation, removal or death, and (ii) Class III directors shall be nominated for reelection by the stockholders at the 2025 annual meeting of stockholders and shall and shall hold office until the annual meeting of stockholders in 2028 or until their earlier resignation, removal or death.
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Related to Subsequent Nominations

  • Nominations 4.01 Transportation Services provided hereunder shall be in accordance with the prescribed nominations procedure as set out in Schedule “B 2010” of Union’s C1 Rate Schedule.

  • Timber Designations Timber designated for cutting shall be confined to Sale Area, except as provided in B2.131, B2.14, B2.15, B2.32, and B5. 1. Sale Area Map

  • Board Composition and Board Designations The Company shall ensure that: (i) the qualifications of the persons serving as members of the Board of Directors and the overall composition of the Board comply with the Sxxxxxxx-Xxxxx Act, with the Exchange Act and with the listing rules of the Exchange or any other national securities exchange, as the case may be, in the event the Company seeks to have its Public Securities listed on another exchange or quoted on an automated quotation system, and (ii) if applicable, at least one member of the Audit Committee of the Board of Directors qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange.

  • Nomination The Allottee admits and accepts that before the execution and registration of conveyance deed of the Apartment, the Allottee will be entitled to nominate, assign and/or transfer the Allottee’s right, title, interest and obligations under this Agreement on payment of 2% (two percent) of the market price prevailing at that time (to be determined by the Promoter) as nomination charge to the Promoter subject to the covenant by the nominee that the nominee will strictly adhere to the terms of this Agreement and subject also to the below mentioned conditions: • The Allottee shall make payment of all dues of the Promoter in terms of this Agreement, up to the time of nomination. • The Allottee shall obtain prior written permission of the Promoter and the Allottee and the nominee shall be bound to enter into a tripartite agreement with the Owner and the Promoter. • The Allottee shall pay an additional legal fee of Rs. 10,000/- (Rupees ten thousand only) to the Promoter’s legal advisors towards the tripartite Nomination Agreement. • Subject to the approval and acceptance of the Promoter and subject to the above conditions, the Allottee shall be entitled to nominate, assign and/or transfer the Allottee’s right, title, interest and obligations under this Agreement to parent, spouse and children without payment of the aforesaid transfer charge.

  • Initial Directors The first directors of Amalco shall be the persons whose name and address appear below: Xxxxxxxxxxx Xxxxx Xxxxxx 350 – 000 Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX, X0X Such directors shall hold office until the first annual meeting of shareholders of Amalco or until their successors are elected or appointed.

  • Director Resignations The Company shall use its reasonable best efforts to cause to be delivered to Parent resignations executed by each director of the Company in office as of immediately prior to the Effective Time and effective upon the Effective Time.

  • NO ASSIGNMENT/NOMINATION 17.1 The Purchaser shall not without the written consent of the Bank, be entitled to nominate a third party to be the purchaser or assignee of the Property nor shall the Purchaser be entitled to assign his rights, title, interest and benefits under the Contract of Sale to any party. 17.2 The Bank’s decision to withhold or to grant the consent or to permit or disallow nomination and/or assignment by the Purchaser shall be at the absolute discretion of the Bank.

  • No Liability for Election of Recommended Directors No Stockholder, nor any Affiliate of any Stockholder, shall have any liability as a result of designating a person for election as a director for any act or omission by such designated person in his or her capacity as a director of the Company, nor shall any Stockholder have any liability as a result of voting for any such designee in accordance with the provisions of this Agreement.

  • Nominating Committee Subject to the provisions of Article X, the Nominating Committee shall consist of such number of Directors (none of whom shall be an employee of the Corporation) as may be determined from time to time by the Board. Subject to the provisions of Article X, the Committee shall review the qualifications of potential candidates for the Equity Directors and shall propose nominees for the Equity Directors who are nominated by the Board. Subject to the provisions of Article X, in making their nominations, the Nominating Committee and the Board of Directors shall take into consideration that (i) the Board of Directors shall have meaningful representation of a diversity of interests, including floor brokers, floor traders, futures commission merchants, producers, consumers, processors, distributors and merchandisers of commodities traded on Chicago Mercantile Exchange Inc. (the “Exchange”) or Board of Trade of the City of Chicago, Inc. (the “CBOT”), participants in a variety of pits or principal groups of commodities traded on the Exchange or the CBOT and other market users or participants; (ii) at least 10% of the members of Board of Directors shall be composed of persons representing farmers, producers, merchants or exporters of principal commodities traded on the Exchange or the CBOT; and (iii) at least 20% of the members of the Board of Directors shall be composed of persons who do not possess trading privileges on either the Exchange or the CBOT, are not salaried employees of the Corporation and are not officers, principals or employees who are involved in operating the futures exchange related business of a firm entitled to members’ rates on either the Exchange or the CBOT. Notwithstanding the foregoing, the Nominating Committee shall include the Chief Executive Officer of the Corporation as a nominee for an Equity Director at any annual meeting of shareholders at which his or her term is scheduled to expire; provided, that if such term expiration occurs during the Transition Period, the Chief Executive Officer shall be nominated as a CME Director. Subject to the provisions of Article X, a majority of the Nominating Committee shall constitute a quorum necessary to transact business.

  • Removal of Board Members Each Stockholder also agrees to vote, or cause to be voted, all Shares owned by such Stockholder, or over which such Stockholder has voting control, from time to time and at all times, in whatever manner as shall be necessary to ensure that: (a) no director elected pursuant to Sections 1.2 or 1.3 of this Agreement may be removed from office other than for cause unless (i) such removal is directed or approved by the affirmative vote of the Person(s) entitled under Section 1.2 to designate that director (including, as applicable, the Noteholders); or (ii) the Person(s) originally entitled to designate or approve such director pursuant to Section 1.2 is no longer so entitled to designate or approve such director; (b) any vacancies created by the resignation, removal or death of a director elected pursuant to Section 1.2 or 1.3 shall be filled pursuant to the provisions of this Section 1; and (c) upon the request of any party entitled to designate a director as provided in Section 1.2 to remove such director (including, as applicable, the Noteholders), such director shall be removed. All Stockholders agree to execute any written consents required to perform the obligations of this Agreement, and the Company agrees at the request of any party entitled to designate directors (including, as applicable, the Noteholders) to call a special meeting of stockholders for the purpose of electing directors.

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