Board Appointment Right definition

Board Appointment Right means the right of a Nominating Seller Party to designate a nominee for election or appointment to the Board as set forth in this Agreement.
Board Appointment Right has the meaning set forth in the recitals.

Examples of Board Appointment Right in a sentence

  • Rights of Holders of Series A Preferred Stock arising as a result of a Board Appointment Right Triggering Event shall continue until such time as all Board Appointment Right Triggering Events have been cured or waived.

  • Assignee hereby accepts the foregoing assignment, transfer and conveyance of the Board Appointment Right.

  • The Company shall cause the size of the Board of Directors to be increased in connection with the exercise the Special Board Appointment Right pursuant to this Section 6.9 such that such Requesting Redemption Stockholders will be able to nominate the majority of the members of the Board of Directors (including the Series G Director, the Series F Director or both of them designated by such Requesting Redemption Stockholders pursuant to Sections 3.2.1 and 3.2.2, as applicable).

  • Assignors hereby unconditionally and irrevocably assign, transfer, and convey to Assignee, all of Assignors’ right, title, and interest in and to the Board Appointment Right.

  • Assignors hereby represent and warrant that (1) they are the legal and direct holders of the Board Appointment Right, (2) they have not assigned or purported to assign any right with respect thereto to any person or entity, (3) no other person or entity has any right, title or interest in or to the Board Appointment Right, and (4) the Board Appointment Right is owned by Assignors free and clear of any claims, liens or encumbrances.

Related to Board Appointment Right

  • Initial appointment means appointment made otherwise than by promotion or transfer;

  • Succeeded Appointment means any Appointment for which a Succession Time has occurred.

  • Restricted Appointment means (a) any Appointment for which the applicable Authorizations have not been obtained, and (b) any Appointment for which the maturity date of the applicable Corporate Trust Contract is on or before June 30, 2022.

  • Serviced Appointment has the meaning set forth in Section 1.1.

  • Letter of Appointment means the written communication by SAICA to the Contractor recording the acceptance by SAICA of Contractor’s bid subject to the further terms and conditions to be itemized in the contract;

  • Excluded Appointments means those Appointments designated from time to time as "Excluded Appointments" by agreement of the parties.

  • Appointment Date shall have the meaning specified in Section 9.02(a).

  • Appointment Expiration Time has the meaning set forth in Section 3.7.

  • New Director means an individual whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who either were directors at the Date of Grant or whose election or nomination for election was previously so approved or recommended. However, “New Director” shall not include a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation relating to the election of directors of the Company.

  • Director Emeritus means a person serving as a director emeritus, advisory director, consulting director, or other similar position as may be appointed by the Board of Directors of the Savings Bank or the Company from time to time.

  • Resignation for Good Reason means Executive’s resignation from all employee positions Executive then holds with the Company within sixty (60) days following any of the following events taken without Executive’s consent, provided Executive has given the Company written notice of such event within thirty (30) days after the first occurrence of such event and the Company has not cured such event within thirty (30) days thereafter:

  • Nomination and Remuneration Committee means a Committee of Board of Directors of the Company, constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and the Listing Agreement.

  • Director Option means an Option granted pursuant to Section 6.

  • shadow director means, in relation to a company, any person in accordance with whose directions or instructions the directors of the company are accustomed to act, but the person is not deemed to be a shadow director by reason only that the directors act on advice given by that person in a professional capacity; and

  • Board Representative has the meaning set forth in Section 4.18.

  • Independent Director/Trustee means any; (i) director or trustee of an Invesco Mutual Fund who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund; (ii) director or trustee of an Invesco ETP who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco ETP; or (iii) member of the Invesco Canada Independent Review Committee, Invesco Canada Funds Advisory Board or Board of Directors of Invesco Corporate Class Inc. who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NA’s day-to-day activities beyond the scope of their duties as director/trustee.

  • Termination for Cause or "Cause" shall mean termination because of the Executive's personal dishonesty, willful misconduct, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, conviction of a felony with respect to the Bank or the Company or any material breach of this Agreement. For purposes of this Section, no act, or the failure to act, on the Executive's part shall be "willful" unless done, or omitted to be done, in bad faith and without reasonable belief that the action or omission was in the best interest of the Company or its affiliates. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or based upon the written advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the best interests of the Company. Notwithstanding the foregoing, the Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to him a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than three-fourths of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to the Executive and an opportunity for him, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, the Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. The Executive shall not have the right to receive compensation or other benefits for any period after Termination for Cause.