Transfer of Managing Directors Sample Clauses

Transfer of Managing Directors. The Seller shall use reasonable best efforts to ensure that the service agreements of Xxxxx Xxxxx and Xxx Xxxxxxx (the “Managing Directors”), are either novated and transferred to EMP or replaced by new service agreements with EMP, in each case with effect as of the Closing Date, on terms substantially similar to the terms and conditions of their existing service agreements with the Seller or otherwise on terms agreed between the Purchaser and each Managing Director (the “Service Agreements”). A Managing Director whose existing service agreement has been replaced by a new Service Agreement with EMP shall be deemed a “Transferred Employee” and a Managing Director whose existing service agreement has not been replaced by a new service agreement with EMP shall be deemed a “Retained Employee”. At the Purchaser’s request, the Seller shall use reasonable best efforts to cause EMP to enter into a termination agreement regarding the current service agreements and enter into new Service Agreements effective as of the Closing with terms and conditions to be defined by and during negotiations to be agreed with the Purchaser.
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Related to Transfer of Managing Directors

  • Board of Managers Section 3.01

  • Voting Provisions Regarding Board of Directors 1.1 For purposes of this Agreement, the term “

  • Committees of Managers (a) The Managers may, by resolution passed by a majority of the Managers, designate one or more committees, each committee to consist of one or more of the Managers. The Managers may designate one or more Managers as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee.

  • RESIGNATION OF MANAGERS Any manager may resign at any time by giving written notice of such resignation to the Board of Managers, the Chairman of the Board or the President. Any such resignation shall take effect at the time specified therein or, if no time is specified, upon receipt thereof by the Board of Managers or one of the above named officers; and, unless specified therein, the acceptance of such resignation shall not be necessary to make it effective.

  • Managing Director 1. The Managing Director shall be appointed by the Board of Governors from among candidates having the nationality of an ESM Member, relevant international experience and a high level of competence in economic and financial matters. Whilst holding office, the Managing Director may not be a Governor or Director or an alternate of either.

  • Meetings of the Board of Managers The Board may hold meetings, both regular and special, within or outside the State of Delaware. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the resolution of the Board. Special meetings of the Board may be called by the President on five (5) business days notice to each Manager, either personally, by telephone, by mail, by telegram or by any other means of communication; special meetings shall be called by the President or Secretary in like manner and on like notice on the written request of at least a quarter of the Managers.

  • Duties of Managers Except as provided in this Agreement, in exercising their rights and performing their duties under this Agreement, the Managers shall have a fiduciary duty of loyalty and care similar to that of a director of a business corporation organized under the General Corporation Law of the State of Delaware.

  • Appointment of Managers With effect from the day and year stated in Box 4 and continuing unless and until terminated as provided herein, the Owners hereby appoint the Managers and the Managers hereby agree to act as the Managers of the Vessel.

  • Restrictions on chartering, appointment of managers etc No Borrower shall, in relation to the Ship owned by it:

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