Termination of Director Designation Rights Sample Clauses

Termination of Director Designation Rights. Upon the occurrence of a Termination Event, the Purchaser’s right to designate, and Triangle’s obligation to nominate, the Designated Director shall automatically terminate, and the Purchaser shall cause the Designated Director then serving as a member of the Board, promptly upon (and in any event within two (2) Business Days following) receipt of a written request from Triangle, to resign as a member of the Board. In the event Triangle does not request that the Designated Director be caused to resign upon occurrence of a Termination Event, such Designated Director will no longer be considered a designee of the Purchaser and will be subject to election and reelection in accordance with the Triangle Bylaws. The Purchaser shall have the right at any time to cause the Designated Director to resign as a member of the Board and to waive its rights to designate a nominee for election to the Board.
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Termination of Director Designation Rights. Promptly upon receipt of a written request from McMoRan, if PXP and its Affiliates cease to Beneficially Own less than 10% of the issued and outstanding shares of McMoRan Common Stock, then PXP shall use its commercially reasonable efforts to cause one Designated Director to resign as a member of the Board and all committees thereof. Promptly upon receipt of a written request from McMoRan, if PXP and its Affiliates cease to Beneficially Own less than 5% of the issued and outstanding shares of McMoRan Common Stock, then PXP shall use its commercially reasonable efforts to cause all Designated Director(s) to resign as members of the Board and all committees thereof.
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Termination of Director Designation Rights. Promptly upon receipt of a written request from Stratus, if Xxxxxxx and its Affiliates cease to Beneficially Own at least 5.0% of the issued and outstanding shares of Stratus Common Stock, then Xxxxxxx shall use its commercially reasonable efforts to cause the Designated Director to resign as a member of the Board and all committees thereof.
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Termination of Director Designation Rights. Upon the occurrence of a Termination Event, the Purchaser's right to designate, and the Company's obligation to nominate, the Designated Director shall automatically terminate. Additionally, if requested in writing by the Company following the occurrence of a Termination Event, the Purchaser shall cause the Designated Director then serving as a member of the Board, promptly following receipt of a written request from the Company, to resign as a member of the Board (and, in all events, within two (2) Business Days following such written request). In the event the Company does not request that the Designated Director be caused to resign upon occurrence of a Termination Event, such Designated Director will no longer be considered a designee of the Purchaser and will be subject to election and reelection in accordance with the Company Bylaws. The Purchaser shall have the right at any time to cause the Designated Director to resign as a member of the Board and to waive its rights to designate a nominee for election to the Board.
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Termination of Director Designation Rights. Upon the occurrence of a Termination Event, the Designators’ right to designate the Designated Director shall automatically terminate, and the Designators shall cause the Designated Director then serving as a member of the Board, promptly upon (and in any event within two (2) Business Days following) receipt of a written request from the Partnership Parties, to resign as a member of the Board.
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Termination of Director Designation Rights. The provisions of this Section 9 shall terminate upon the earliest to occur of any one of the following events: (i) the date on which the Aggregate Ownership Percentage of PEAK6 and its Affiliates is 4.99% or less, (ii) the liquidation or dissolution of the Company, (iii) the execution by the Company of a general assignment for the benefit of creditors or the appointment of a receiver or trustee to take possession of the property and assets of the Company or (iv) the acquisition of at least 50% of the voting capital stock or assets of the Company by any other person or entity by means of any transaction or series of related transactions (including, without limitation, any reorganization, merger, consolidation, sale of assets or otherwise).
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Termination of Director Designation Rights. Upon the occurrence of a Termination Event, the Purchaser’s right to designate, and Copano’s obligation to nominate, the Designated Director shall automatically terminate, and the Purchaser shall cause the Designated Director then serving as a member of the Board, promptly upon (and in any event within two (2) Business Days following) receipt of a written request from Copano, to resign as a member of the Board.
Sample 1
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Termination of Director Designation Rights. At such time as the Investor Shareholders, taken together, Beneficially Own shares of Common Stock (including Conversion Shares) issued or issuable pursuant to the Merger Agreement representing less than twenty percent (20.0%) of the outstanding Common Stock, the Investor Shareholders’ right to designate, and the Company’s obligation to nominate, one of the two Investor Directors shall automatically terminate and the Investor Shareholders shall cause one of the two Investor Directors then serving as a member of the Board, promptly upon (and in any event within two (2) Business Days following) receipt of a written request from the Company, to resign as a member of the Board. Upon the occurrence of a Termination Event, the Investor Shareholders’ right to designate, and the Company’s obligation to nominate, an Investor Director shall automatically terminate, and the Investor Shareholders shall cause any such Investor Director then serving as a member of the Board, promptly upon (and in any event within two (2) Business Days following) receipt of a written request from the Company, to resign as a member of the Board.
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Termination of Director Designation Rights. Upon the occurrence of a Termination Event, Purchaser’s right to designate, and Prairie’s obligation to nominate, the Designated Directors shall automatically terminate, and Purchaser shall cause each Designated Director then serving as a member of the Board, promptly upon (and in any event within five (5) Business Days following) receipt of a written request from Prairie, to resign as a member of the
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Related to Termination of Director Designation Rights

  • Designation of Directors The designees to the Board described above (each a “Designee”) shall be selected as follows:

  • Termination of Directorship To the extent the Option becomes exercisable, the Option shall remain exercisable until twelve (12) months following any subsequent termination of directorship with the Company or its subsidiaries for any reason whatsoever but in no event shall the Option be exercisable after the Expiration Date.

  • Resignation of Directors A director may resign at any time by delivering written notice to the Board, its Chairman (as hereinafter defined), if any, or the Company. A resignation shall be effective when the notice is delivered unless the notice specifies a later effective date.

  • Nomination of Directors Except as otherwise fixed by resolution of the Board of Directors pursuant to the Articles of Incorporation relating to the authorization of the Board of Directors to provide by resolution for the issuance of Preferred Stock and to determine the rights of the holders of such Preferred Stock to elect directors, nominations for the election of directors may be made by the Board of Directors, by a committee appointed by the board of directors, or by any stockholder of record at the time of giving of notice provided for herein. However, any stockholder entitled to vote in the election of directors as provided herein may nominate one or more persons for election as directors at a meeting only if written notice of such stockholder's intent to make such nomination or nominations has been delivered to or mailed and received by the secretary of the corporation not later than, (a) with respect to an election to be held at an annual meeting of stockholders, 120 calendar days in advance of the first anniversary of the date the corporation's proxy statement was released to security holders in connection with the preceding year's annual meeting; PROVIDED, HOWEVER, that in the event that the date of the annual meeting is changed by more than thirty (30) days from such anniversary date, notice by the stockholder to be timely must be received not later than the close of business on the tenth (10th) day following the earlier of the day on which notice of the date of the meeting was mailed or public disclosure was made, and (b) with respect to an election to be held at a special meeting of stockholders for the election of directors, not earlier than the close of business on the 90th day prior to such special meeting and not later than the close of business on the later of the 60th day prior to such special meeting or the tenth (10th) day following the day on which public disclosure is first made of the date of the special meeting and the nominees proposed by the board of directors to be elected at such a meeting. Notwithstanding any of the foregoing to the contrary, in the event that the number of directors to be elected by the Board of Directors of the corporation is increased and there is no public disclosure by the corporation naming the nominees for director or specifying the size of the increased Board of Directors at least seventy (70) days prior to the first anniversary of the date of the preceding year's annual meeting, a

  • Election of Director The holders of a majority of the outstanding shares of Class A-1 Preferred Stock shall have the right voting as a class to elect one member of the Company’s board of directors (the “Preferred Director”), including to fill a vacancy as to the Preferred Director. Any Preferred Director may be removed, with or without cause, by the affirmative vote of the holders of a majority of the then outstanding shares of Class A-1 Preferred Stock.

  • Compensation of Directors Directors on the Board shall not be entitled to receive a fee for the director’s services as a director on the Board.

  • Election of Directors Elections of directors need not be by written ballot unless the bylaws of the Corporation shall so provide.

  • Fees and Compensation of Directors Unless otherwise restricted by the Certificate of Incorporation or these bylaws, the Board shall have the authority to fix the compensation, including fees and reimbursement of expenses, of directors for services to the Corporation in any capacity.

  • Board Nomination Rights (a) From the Effective Date, VEP Group shall have the right, but not the obligation, to nominate to the Board a number of designees equal to at least: (i) 100% of the Total Number of Directors (as defined below), so long as Vista Beneficially Owns shares of Common Stock representing at least 40% of the Original Amount of VEP Group, (ii) 40% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 30% but less than 40% of the Original Amount of VEP Group, (iii) 30% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 20% but less than 30% of the Original Amount of VEP Group, (iv) 20% of the Total Number of Directors, in the event that Vista Beneficially Owns shares of Common Stock representing at least 10% but less than 20% of the Original Amount of VEP Group and (v) 1 Director (as defined below), in the event that Vista Beneficially Owns shares of Common Stock representing at least 5% of the Original Amount of VEP Group (such persons, the “Nominees”). For purposes of calculating the number of directors that VEP Group is entitled to designate pursuant to the immediately preceding sentence, any fractional amounts shall automatically be rounded up to the nearest whole number (e.g., 1¼ Directors shall equate to 2 Directors) and any such calculations shall be made after taking into account any increase in the Total Number of Directors.

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