Continuing Office Depot Directors definition

Continuing Office Depot Directors means (i) the directors as of the Closing who were designated by the corporation pursuant to Section 1.5(b) of the Merger Agreement (including any such director who may serve as an Interim Office Depot CEO) and (ii) any director who takes office after the Closing who is designated by the Continuing Office Depot Directors Committee pursuant to Section 2(d) of this Bylaw; provided, however, that each Continuing Office Depot Director shall be “independent” (as defined in the rules and regulations governing the requirements of companies listing on the NASDAQ Stock Market (or any other exchange on which the corporation’s securities are listed)) with respect to the corporation, except that employment or service as an Interim Office Depot CEO shall not disqualify a director from being a Continuing Office Depot Director either during or following the time such director was employed or served as an Interim Office Depot CEO.
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Continuing Office Depot Directors means (i) the directors as of the Closing who were designated by the corporation pursuant to
Sample 1Sample 2Sample 3
Continuing Office Depot Directors means (i) the directors as of the Closing who were designated by the corporation pursuant to Section 1.5(b) of the Merger Agreement (including any such director who may serve as an Interim Office Depot CEO) and (ii) any director who takes office after the Closing who is designated by the Continuing Office Depot Directors Committee pursuant to Section 2(d) of this Bylaw; provided, however, that each Continuing Office Depot Director shall be “independent” (as defined in the rules and regulations governing the requirements of companies listing on the New York Stock Exchange) with respect to the corporation, except that employment or service as an Interim Office Depot CEO shall not disqualify a director from being a Continuing Office Depot Director either during or following the time such director was employed or served as an Interim Office Depot CEO.
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Examples of Continuing Office Depot Directors in a sentence

  • During the Specified Post-Merger Period, each committee of the Board of Directors shall be composed of an equal number of Continuing Office Depot Directors and Continuing OfficeMax Directors.

  • The Board of Directors shall constitute a Continuing Office Depot Directors Committee, which shall be comprised of all the Continuing Office Depot Directors.

  • During the Specified Post-Merger Period, the Continuing Office Depot Directors Committee shall have the exclusive authority to nominate, on behalf of the Board of Directors, directors for election at each annual meeting, or at any special meeting at which directors are to be elected, to fill each seat previously held by a Continuing Office Depot Director.

  • At the end of the Specified Post-Merger Period, the Continuing Office Depot Directors Committee shall be automatically disbanded.

  • During the Specified Post-Merger Period, all vacancies on the Board of Directors created by death, resignation, removal, disqualification or other cessation of service of a Continuing Office Depot Director shall be filled by a nominee selected by the Continuing Office Depot Directors Committee and all vacancies on the Board of Directors created by such cessation of service of a Continuing OfficeMax Director shall be filled by a nominee selected by the Continuing OfficeMax Directors Committee.

  • Subject to the failure of any Continuing Office Depot Director or any Continuing OfficeMax Director to be reelected to the Board of Directors in accordance with Article II of these Bylaws, during the Specified Post-Merger Period, the Board of Directors shall be composed of (i) five (5) Continuing Office Depot Directors, (ii) five (5) Continuing OfficeMax Directors, and (iii) the Chief Executive Officer.

  • If the Successor CEO Designation has not occurred, the Board of Directors shall constitute a Selection Committee comprised of such equal number of Continuing OfficeMax Directors (one of whom shall be a co-chairman of such committee) and Continuing Office Depot Directors (one of whom shall be a co-chairman of such committee) selected prior to the Closing in accordance with Section 1.5(d) of the Merger Agreement.

  • Until the fourth anniversary of the Closing (the “Specified Post-Merger Period”), the Board of Directors shall be comprised of ten (10) directors; provided, however, that, notwithstanding Section 2 of Article III of these Bylaws, during the Specified Post-Merger Period the Continuing Office Depot Directors Committee shall have the right to increase the number of directors which shall constitute the Board of Directors to eleven (11) directors.

  • During the Specified Post-Merger Period, all vacancies on the Board of Directors created by death, resignation, removal, disqualification or other cessation of service of a Continuing Office Depot Director or by the increase of the number of directors which shall constitute the Board of Directors pursuant to Section 2(a) of this Bylaw shall be filled by a nominee selected by the Continuing Office Depot Directors Committee.

Related to Continuing Office Depot Directors

  • Project Director means an employee of the Recipient designated by the Authorized Representative to be responsible for the overall management of the administrative and technical aspects of the executed Agreement. The Project Director is set forth in Section 2 of this Agreement.

  • Key Management Personnel means persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any Director (whether executive or otherwise) of the Company;

  • Continuing Directors means, as of any date of determination, any member of the Board of Directors who (i) was a member of such Board of Directors on the date of the Agreement or (ii) was nominated for election or elected to such Board of Directors with the approval of a majority of the Continuing Directors who were members of such Board of Directors at the time of such nomination or election.

  • contracting office means US Government contracting office. The term "Government" means Buyer except in subparagraph (c)(5). The term "Government" does not mean Buyer as it is used in the

  • Key Personnel means those persons named in the Specification as being key personnel.

  • Non-Executive Directors means the Directors who are not in whole time employment of the Company.

  • Monitoring Officer means the officer designated under Section 5(1) of the 1989 Act.

  • Campus police officer means a school security officer designated by the board of education of any school district pursuant to K.S.A. 72-6146, and amendments thereto.

  • Continuing Director means at any date a member of the Board (i) who was a member of the Board on the date of the execution of this Agreement or (ii) who was nominated or elected subsequent to such date by at least a majority of the directors who were Continuing Directors at the time of such nomination or election or whose election to the Board was recommended or endorsed by at least a majority of the directors who were Continuing Directors at the time of such nomination or election; provided, however, that there shall be excluded from this clause (ii) any individual whose initial assumption of office occurred as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents, by or on behalf of a person other than the Board; or

  • Agency Chief Contracting Officer or “ACCO” shall mean the position delegated authority by the Agency Head to organize and supervise the procurement activity of subordinate Agency staff in conjunction with the City Chief Procurement Officer.

  • working office means the office of the sponsoring firm where an individual does most of his or her business.

  • Medical Review Officer (MRO means a licensed physician, employed with or contracted with the City, responsible for receiving laboratory results generated by the City's drug testing program who has knowledge of substance abuse disorders, laboratory testing procedures, and chain of custody collection procedures; who verifies positive, confirmed test results, and who has the necessary and appropriate medical training to interpret and evaluate an individual's confirmed positive test result together with his or her medical history and any other relevant biomedical information.

  • 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 him in a professional capacity; and

  • Medical Advisory Committee means the Medical Advisory Committee established by the Board as required by the Public Hospitals Act;

  • Campaign for elective office means any activity in furtherance of an effort to influence the selection, nomination, election, or appointment of any individual to any federal, State, or local public office or office in a political organization, or the selection, nomination, or election of Presidential or Vice-Presidential electors, but does not include activities (i) relating to the support or opposition of any executive, legislative, or administrative action, (ii) relating to collective bargaining, or (iii) that are otherwise in furtherance of the person's official duties.

  • Executive Directors means a person appointed as director directly accountable to the municipal manager.

  • Senior Management Personnel means personnel of the company who are members of its core management team excluding Board of Directors. Normally, this would comprise all members of management one level below the executive directors, including all functional heads.

  • Child in need of services means (i) a child whose behavior, conduct or condition presents or results

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;