Designated Nominee definition

Designated Nominee means a person designated by a Subject Shareholder as a nominee for election to Future's Board of Directors.
Sample 1Sample 2
Designated Nominee means a person designated by Mxxxxxx Xxxxxxx (x) who is able to satisfy all such legal and governance requirements and (y) the nomination and recommendation of whom would not cause the Nominating Committee or the Board, respectively, to breach such fiduciary duty (collectively, the “Director Qualifications”). Notwithstanding the foregoing, if the timing of the Closing at which Mxxxxxx Xxxxxxx first purchases a Note makes it impracticable for the Company to prepare and file with the SEC, on or before April 30, 2013, a definitive proxy statement containing the information regarding the Designated Nominee that is required to be disclosed therein pursuant to the SEC’s Schedule 14A or the Designated Nominee fails to timely provide the Company with all information needed to prepare and file such definitive proxy statement by April 30, 2013 that it may reasonably request from the Designated Nominee, then, subject to Director Nominee’s satisfaction of the Director Qualifications and the other conditions of this Section 4(t), then the Nominating Committee shall recommend for election, and the Board shall elect, the Designated Nominee to the Board as soon as is reasonably practicable following the 2013 Annual Meeting to serve until the next annual meeting of stockholders at which directors are elected and until his or her successor is duly elected and qualifies and the Nomination Obligations shall commence with such next annual meeting. For purposes of this paragraph (t), the term “affiliate” shall have the meaning given such term in Rule 405 promulgated under the 1933 Act.
Sample 1
Designated Nominee has the meaning given in clause 3.2; Dispute has the meaning given in clause 17.2;
Sample 1

Examples of Designated Nominee in a sentence

  • A Designated Nominee will not participate in the deliberations of any committee or the Board with respect to his or her resignation.

  • Subject to any applicable law, if the resignation of the Designated Nominee is accepted, the Board may leave the resultant vacancy unfilled until the next annual meeting of shareholders, or the board may fill the vacancy through the appointment of a new director.

  • If the Designated Nominee is retained, the Company shall issue a news release to this effect in a timely manner which will disclose reasons for retaining the Designated Nominee.

  • If the Designated Nominee is retained, the Company shall issue a news release to this effect in a timely manner.

  • In connection with the Proposed Redemption and pursuant to the Deed for Early Redemption, the NWC Investors (and in the case of Yi Prime, including its Designated Nominee, Mr. Lim) have today executed the following irrevocable deeds of undertaking (the “Irrevocable Deeds of Undertaking”) in favour of the Company and NWC.

  • For the avoidance of doubt, in no event will the Company have an obligation to call a special meeting of shareholders to elect such Alternative Ma’aden Designated Nominee.

  • Each of the Purchasers other than Cove Street Capital acknowledges and agrees that the terms and conditions of this Section 4.1 inure solely to the benefit of Cove Street Capital and no other Purchaser shall have or be entitled to exercise any of the rights granted to Cove Street Capital under this Section 4.1. Only Cove Street Capital, acting in its sole and absolute discretion, shall have the power hereunder to designate a Designated Nominee.

  • Administrative Agent hereby informs the Public Entities that it is the Designated Nominee of the Lenders and each of the Public Entities acknowledges and agrees that Administrative Agent shall be treated for all intents and purposes as the Senior Permitted Lender and the Senior Permitted Mortgage Lender under the Project Implementation Agreement and the provisions of Annex I attached hereto.

  • If there is a vacancy in the Board occurring between annual meetings, or if one or more of the initial Designated Nominees shall decline to stand for election to the Board, the Shareholders and Summit shall appoint one or more alternate Designated Nominees (each an "Alternate Designated Nominee") in the following manner.

  • Xxxxxxxx xx a Designated Nominee to cause Company's Board of Directors to be composed of eight members and for so long as Mr. Xxxxxxxx xx not a Designated Nominee to cause the Company's Board of Directors to be composed of seven members".


More Definitions of Designated Nominee

Designated Nominee means (x) Michael Serruya or, (y) if (i) Michael Serruya is unable to satisfy all legal and governance requirements regarding service as a director of the Company or (ii) the Nominating Committee or the Board determines in good faith, after receipt of written advice of counsel, that compliance with the Nomination Obligations would constitute a breach of fiduciary duty under the laws of the State of Delaware, then a person designated by Michael Serruya (i) who is able to satisfy all such legal and governance requirements and (ii) the nomination and recommendation of whom would not cause the Nominating Committee and the Board, respectively, to breach such fiduciary duty.
Sample 1
Designated Nominee means any Person designated by a Party, provided that such Party has given the other Party not less than three (3) Business Days’ prior written notice (or waiver or shortened notice as agreed between the Parties), which shall contain all information as may be reasonably requested by the Lender.
Sample 1

Related to Designated Nominee

  • Investor Nominee means a person designated for election to the Board of Directors by the Investor pursuant to the Investment Agreement.

  • Proposed Nominee Associated Person of any Proposed Nominee shall mean (A) any Person acting in concert with such Proposed Nominee, (B) any direct or indirect beneficial owner of Shares owned of record or beneficially by such Proposed Nominee or Person acting in concert with the Proposed Nominee and (C) any Person controlling, controlled by or under common control with such Proposed Nominee or a Proposed Nominee Associated Person.

  • Designated Director means a person designated by the RE to ensure overall compliance with the obligations imposed under chapter IV of the PML Act and the Rules and shall include:

  • Nominee is defined in Section 6.1.

  • Designated Investor means an Investor (a) that has been approved in writing as a Designated Investor by Administrative Agent and the Required Lenders, in their sole discretion, and (b) in respect of which there has been delivered to Administrative Agent:

  • Requesting Person shall have the meaning set forth in Section 25 hereof.

  • Investor Designee means an individual nominated by the Board as a “Investor Designee” for election to the Board pursuant to Section 5.10(a), Section 5.10(d) or Section 5.10(e) of the Investment Agreement.

  • Nomination means a request by a Shipper to Carrier to transport a stated quantity of Crude Petroleum on the Pipeline for the account of such Shipper in any month.

  • Canadian Investment Manager designation means the designation earned through the Canadian investment manager program prepared and administered by CSI Global Education Inc. and so named on the day this Instrument comes into force, and every program that preceded that program, or succeeded that program, that does not have a significantly reduced scope and content when compared to the scope and content of the first-mentioned program;

  • Nomination Criteria means the criteria made up of the Over-Riding Nomination Criteria andthe Specific Nomination Factors, and is also referred to as “this Criteria”.

  • Rule 144A Global Security has the meaning specified in Section 2.1(a) of Appendix A.

  • Qualified Director means a person who, at the time action is to be taken under:

  • Nominees means the person(s) named by you and registered with us in accordance with the Nomination Schedule, who is authorised to receive the Death Benefit under this Policy, on the death of the Annuitant;

  • Designated member means the spouse, child, grandchild, parent, brother, or sister of a deceased individual who owned an interest in a wholesaler, who is entitled to inherit the deceased individual's ownership interest in the wholesaler under the terms of the deceased individual's will, or who has otherwise been designated in writing by the deceased individual to succeed the deceased individual in the wholesaler's business, or is entitled to inherit such ownership interest under the laws of intestate succession of this state. With respect to an incapacitated individual owning an ownership interest in a wholesaler, the term means the person appointed by a court as the conservator of such individual's property. The term also includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler.

  • Securities Depository Nominee means, as to any Securities Depository, such Securities Depository or the nominee of such Securities Depository in whose name there shall be registered on the registration books maintained by any Registrar, the Bond certificates to be delivered to and immobilized at such Securities Depository during the continuation with such Securities Depository of participation in its book-entry system.

  • Incumbent Director means a director who either (i) is a member of the Board as of the Effective Date or (ii) is elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the Incumbent Directors at the time of such election or nomination (but excluding a director who was elected or nominated in connection with an actual or threatened proxy contest relating to the election of directors of the Company).

  • Offshore Global Note means a Global Note representing Notes issued and sold pursuant to Regulation S.

  • NZOC Nomination and Selection Regulation means the regulation of NZOC relation to the nomination and selection Process for all Olympic and Commonwealth games, including the Games.

  • Designated family member means any of the following:

  • 144A Global Security means a permanent Global Security in the form of the Security attached hereto as Exhibit A-1, and that is deposited with and registered in the name of the Depositary, representing Securities sold in reliance on Rule 144A under the Securities Act.

  • Board Designee means an employee of the Board who has been given authority by the Board to carry out a function for the Board (e.g., the Clerk, Assistant Clerk of the Board, or hearing officer).

  • young person means a person who falls within the definition of qualifying young person in section 142 of the SSCBA.

  • 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.

  • Offshore Associate means an associate (as defined in section 128F of the Australian Tax Act) of ANZBGL that is either a non-resident of the Commonwealth of Australia which does not acquire the Notes in carrying on a business at or through a permanent establishment in Australia or, alternatively, a resident of Australia that acquires the Notes in carrying on business at or through a permanent establishment outside of Australia.

  • Unrestricted Global Security means a Global Security that is not a Restricted Security.

  • Nominated Representative means, in respect of each party, the person whose details are set out in the Special Conditions (if any).