Class C Directors definition

Class C Directors means those persons elected as the initial Class C Directors as contemplated by the Purchase Agreement and such other persons as are elected to the Board of Directors as Class C Directors pursuant to Section V(E) or Section V(H), which directors shall not be employed by any of the Class A Directors or the Class B Directors or be employed by the employers or affiliates of any of the Class A Directors or the Class B Directors, or have any economic relationship requiring disclosure under the Exchange Act with any of the Class A Directors or the Class B Directors or the employers or affiliates of any of the Class A Directors or the Class B Directors. The Corporation's nominees to be elected as Class C Directors at any meeting of the Corporation's stockholders shall be selected by a nomination committee composed solely of the Class C Directors then in office.

Class C Directors means (i) prior to the Restated Charter Effectiveness, the Directors referred to as "Class C Directors" in the Stockholders' Agreement and (ii) following the Restated Charter Effectiveness, the Directors referred to as "Class C Directors" in the Restated Certificate of Incorporation.

Class C Directors have the meaning set forth in Section 4.3(a).

Examples of Class C Directors in a sentence

• The directors, other than those who may be elected by the holders of any series of preferred stock under specified circumstances, shall be divided, with respect to the time for which they severally hold office, into three classes consisting of Class A Directors, Class B Directors and Class C Directors.

• The Class C Directors shall owe fiduciary duties exclusively to the Class C Member(s), and the Class P Directors shall owe fiduciary duties exclusively to the Class P Member(s).

• Except as provided in the Certificate of Incorporation, there shall be two (2) classes of directors: Class A/B Directors and Class C Directors, all of which shall be elected as provided in the Certificate of Incorporation.

• Any vacancies resulting from death, resignation, disqualification, removal or other cause with respect to a Class C Director shall be filled only by the affirmative vote of a majority of the remaining Class C Directors then in office, even if less than a quorum of the Board, or by the sole remaining Class C Director, if there is only one then in office.

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More Definitions of Class C Directors

Class C Directors has the meaning given to it in Section 2.1(a).

Class C Directors means those persons designated as the initial Class C Directors as contemplated by the Stockholders Agreement and such other persons elected as Class C Directors pursuant to Article VIII. Only a person who qualifies as an independent director of the Corporation shall be qualified for election as, and to serve as, a Class C Director. Independent director shall have the meaning given to it, (i) if the Nasdaq National Market is the principal national securities market or quotation system on which the Class A Common Stock is listed, authorized for trading or quoted, in the rules of the Nasdaq National Market as in effect from time to time, or (ii) if the Nasdaq National Market is not the principal national securities exchange or quotation system on which the Class A Common Stock is listed, authorized for trading or quoted, in the rules or regulations of the national securities exchange or quotation system on which the Class A Common Stock is listed, authorized for trading or quoted.

Class C Directors means any Director from one of the groups set forth in Section 5.2(d), who has been elected or appointed in accordance with Section 5.2 or 5.4.

Class C Directors means the directors appointed in accordance with clause 2.1(c) of schedule three. Companies Act means the Companies Xxx 0000 (New Zealand).

Class C Directors means those persons designated as the initial Class C Directors by the Board and such other persons as are elected to the Board of Directors as Class C Directors pursuant to Section 3.4.

Class C Directors is defined in Section 3(a)(3) of Article IV.

Class C Directors as defined in the Agreement Among Members attached as Exhibit D hereto.