Change of Management or Board Composition definition

Change of Management or Board Composition means that (i) Borrower’s senior management shall not include Xxxxx Xxxxxxxxxxx; (ii) Versant Ventures or any of its affiliated funds shall cease to have a representative (currently Xxxxxx Xxxxxxx) serving on Borrower’s Board of Directors; or (iii) Alloy Ventures or any of its affiliated funds shall cease to have a representative (currently Xxxx Xxxxxxxxxxx) serving on Borrower’s Board of Directors.
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Change of Management or Board Composition means that (i) Borrower’s senior management shall not include Xxxxx Xxxxxxxxxxx; (ii) Versant Ventures shall cease to have a representative (currently Xxxxxx Xxxxxxx) serving on Borrower’s Board of Directors; or(iii) Xxxxxx Brothers shall cease to have a representative (currently Xxxxxx Xxx) serving on Borrower’s Board of Directors;. “Collateral” means: (i) all property listed on Exhibit A attached hereto; and (ii) all products and proceeds of the foregoing, including proceeds of insurance and proceeds of proceeds, provided that, notwithstanding anything to the contrary contained in this Agreement, the term Collateral shall not include (a) any property that is subject to a Lien that is otherwise permitted pursuant to subsection (v) of the definition of ‘Permitted Liens” and Lender agrees to execute any instruments or documents necessary to evidence the intent of the foregoing; (b) more than 65% of the issued and outstanding voting securities of any Subsidiary of Borrower that is not incorporated or organized in the United States; or (c) any of the Company’s Intellectual Property (as defined below). “Commitment” means $13,000,000. “Commitment Fee” means $10,000. “Commitment Termination Date” means the earliest to occur of (i) the earlier to occur of (a) June 1, 2005, if Borrower has not borrowed at least $2,000,000 by such date; (b) September 1, 2005, if Borrower has not borrowed an additional $3,000,000 by such date or (c) December 1, 2005; (ii) any Default or Event of Default that has not been cured by Borrower or waived in writing by Lender, or (iii) Change of Management or Board Composition (unless Lender has waived this condition in writing). “Control Agreement” means an agreement substantially in the form of Exhibit I or otherwise reasonably acceptable to Lender. “Default” means any event that with the passing of time or the giving of notice or both would become an Event of Default. “Default Rate” means the lesser of 5% per annum above the otherwise applicable rate or the highest rate permitted by applicable law. “Disclosure Schedule” means the Disclosure Schedule, dated as of the date hereof, and delivered to Lender in connection with the execution and delivery of this Agreement. “Event of Default” is defined in Section 8. “Funding Date” means any date on which an Advance is made to or on account of Borrower hereunder. “Indebtedness” means (i) all indebtedness for borrowed money or the deferred purchase of property or services, (ii) all obligations e...
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Related to Change of Management or Board Composition

  • Change of Management means that Xxxxx Xxxx’x direct or indirect management responsibilities of Lead Borrower are materially diminished from those held by him as of the Closing Date, in each case, other than as a result of (a) death or (b) physical or mental incapacity.

  • System for Award Management (XXX) means the Federal repository into which an Entity must enter the information required under the Transparency Act, which may be found at xxxx://xxx.xxx.gov.

  • System for Award Management (SAM means the primary Government repository for prospective Federal awardee and Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance-related processes. It includes—

  • Board or Board of Directors means the Board of Directors of the Company.

  • Board Change means, during any period of two consecutive years, individuals who at the beginning of such period constituted the entire Board cease for any reason to constitute a majority thereof unless the election, or the nomination for election, of each new director was approved by a vote of at least two-thirds of the directors then still in office who were directors at the beginning of the period.

  • Board of Management means the Board of Management of the University;

  • Board of Directors or Board means the Board of Directors of Betex India Limited, as constituted from time to time.

  • Governance Committee means the Governance Committee of the Board.

  • Change in Management will occur if more than 50% of the Leadership Team is terminated and/or resigns within 12 months after the date of the occurrence of a Change of Control; provided, in each case, that termination and/or resignation of such officer will not include (i) a change in such officer’s status in the ordinary course of succession so long as such officer remains affiliated with the Manager or its Subsidiaries as an officer or director, or in a similar capacity, (ii) retirement of any officer or (iii) death or incapacitation of any officer.

  • Board Committee means those individual Directors who have been appointed by the Board of Directors with the powers and responsibilities specified in Article V and to which has been delegated any fiduciary responsibilities of the Board of Directors with respect to the Plan.

  • Compensation Committee means the Compensation Committee of the Board.

  • the Board means the board of directors of the Company;

  • System for Award Management (SAM) database means the primary Government repository for contractor information required for the conduct of business with the Government.

  • Company Board of Directors means the board of directors of the Company.

  • Age of majority means the age when the procedural safeguards and other rights afforded to the parent or parents of a student with a disability transfer to the student. In Virginia, the age of majority is 18.

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.

  • Supervisory Board means the individual or group of individuals that

  • Independent Board Committee means the independent board committee of the Company

  • Management Board means the management board of the Company.

  • Board of Managers means the Board of Managers of the Company.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager or any Person directly or indirectly controlling or controlled by the Manager, and who are otherwise “independent” in accordance with the NYSE’s corporate governance listing standards (or the rules of any other national securities exchange on which the Common Stock is listed).

  • Executive Committee means a group of directors elected or appointed to act on behalf of, and within the powers granted to them by, the Commission.

  • Sub-Committee means a committee of a committee created by the Board.

  • Medical Board means the North Carolina Medical Board.

  • Nominating Committee means the nominating committee of the board of directors of the Company established pursuant to the Articles, or any successor committee.

  • standards committee (“pwyllgor safonau”) means the standards committee of the county or county borough council which has functions in relation to the community council for which it is responsible under section 56(1) and (2) of the Local Government Act 2000.