We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Director Eligibility Criteria definition

Director Eligibility Criteria has the meaning assigned thereto in Section 2.1.
Sample 1Sample 2
Director Eligibility Criteria shall have the meaning set forth in Section 8.1(c) (The Board of Directors). [***]
Sample 1
Director Eligibility Criteria means the criteria set out in by-laws promulgated by the Board in relation to the eligibility of persons for election or appointment to the Board.
Sample 1

Examples of Director Eligibility Criteria in a sentence

  • The Corporation shall endorse and recommend the Board Designee for election to the Board so long as such Board Designee satisfies the Director Eligibility Criteria, and management of the Corporation will vote the Shares in respect of which management is granted a discretionary proxy in favour of the election of such Board Designees to the Board at every meeting of the shareholders of the Corporation at which the election of directors to the Board is considered.

  • Each Shareholder shall vote for the appointment of the individuals nominated by the Founding Shareholders and the PublicCo Shareholder to be Directors in accordance with this Section 8.1(b), provided that each such individual satisfies the Director Eligibility Criteria.

  • For as long an Investor is entitled to propose an Investor Nominee for election as a Director of the Corporation, and provided that such Investor Nominee meets the Director Eligibility Criteria, the Investors hereby undertake to exercise all of the voting rights controlled by them and their affiliates in favour of the election of such Investor Nominee(s) as Director(s) of the Corporation.

  • Each Full Member Director may at any time appoint an individual who meets the Director Eligibility Criteria to act as alternate Director when the Full Member Director is unavailable.

  • In either case, the Shareholder that nominated such Director may nominate a replacement Director to fulfill the remaining term of the Director who has been removed or has resigned and each Shareholder shall vote in favor of the appointment of such replacement, provided that such individual satisfies the Director Eligibility Criteria.

  • If any Board Designee nominated by the Shareholder is not validly elected at a meeting of the shareholders of the Corporation, the Corporation shall promptly cause to be appointed a replacement Board Designee nominated by the Shareholder who satisfies the Director Eligibility Criteria.

  • In the event the Nomination Committee does not accept a Nominee as a result of such Nominee failing to meet the Director Eligibility Criteria, the Investor Parties shall have the right to recommend an additional Nominee whose appointment shall be subject to the recommendation by the Nomination Committee in accordance with the procedures described above, and the Parties shall continue to follow the procedures of this Section 1(a) until an Investor Director is elected to the Board.

  • The Nomination Committee shall make its determination and recommendation regarding whether the applicable Nominee meets the Director Eligibility Criteria as promptly as practicable, and in any case within five (5) business days, after receiving notice from the Investor Parties regarding the proposed designation of such Nominee.

  • Expert/Special Counsel Board Director Eligibility Criteria, Selection Process and TermFrom time to time, the IAAPA Board of Directors may have a need for an individual to provide the board expert guidance for a special project, oversee a strategic program, or manage a crisis situation.

  • To be eligible for election as Associate Member Directors the relevant individuals must meet the Director Eligibility Criteria (as set out in the Memorandum and Articles of Association of the ICC).


More Definitions of Director Eligibility Criteria

Director Eligibility Criteria shall have the meaning set forth in Section 8.1(c) (The Board of Directors). “Direct Transfer” shall mean a transfer, assignment, or other disposal of all or any part of an Ownership Interest. “Disallowed Development Costs” shall have the meaning set forth in Section 5.2(d) (Sale of PublicCo Acquisition Interest; Initial Public Offering). “Dispute” shall have the meaning set forth in Annex A (Dispute and Expert Resolution Procedures). “Dispute Committee” shall have the meaning set forth in Annex A (Dispute and Expert Resolution Procedures). “Dispute Resolution Procedures” shall mean the dispute and expert resolution procedures set forth in Annex A (Dispute and Expert Resolution Procedures). “Dissolution Event” shall have the meaning set forth in Section 20.1 (Dissolution). [***] “Dividend Policy” shall have the meaning set forth in Section 15.3 (Dividend and Shareholder Loan Repayment Policy). [***] Confidential treatment has been requested. The redacted material has been separately filed with the Commission. - 8 - “Dow” shall have the meaning set forth in the Preamble. “Dow Call Notice” shall mean a Notice delivered by the Saudi Aramco Founding Shareholder and / or the PublicCo Shareholder, where the Dow Founding Shareholder is the Defaulting Shareholder, requiring the determination of [***] in accordance with Annex D (Acquisition of Ownership Interests). “Dow Catalyst Supply Agreements” shall have the meaning set forth in Annex E (Key Project Agreements). “Dow Default Price” shall mean the price payable to the Dow Founding Shareholder for the Dow Founding Shareholder’s entire Ownership Interest pursuant to Section 18.2(b)(i) (Consequences of Events of Default) and shall be calculated as follows: [***] “Dow Engineering” shall mean Dow Engineering Company, a corporation organized and existing under the laws of the State of Delaware, United States of America. [***] [***] Confidential treatment has been requested. The redacted material has been separately filed with the Commission. - 9 - “Dow Founding Shareholder” shall mean:
Sample 1

Related to Director Eligibility Criteria

  • Eligibility Criteria means the legal criteria as specified in the Clause 5 of this E- Auction Process Information Document;

  • Eligibility and selection criteria means criteria for determining:

  • 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”.

  • Investment Criteria The criteria specified in Section 12.2(a).

  • Board-Established Criteria means criteria that the Board of a Regulated Fund may establish from time to time to describe the characteristics of Potential Co-Investment Transactions regarding which the Adviser to the Regulated Fund should be notified under Condition 1. The Board-Established Criteria will be consistent with the Regulated Fund’s Objectives and Strategies (defined below). If no Board-Established Criteria are in effect, then the Regulated Fund’s Adviser will be notified of all Potential Co-Investment Transactions that fall within the Regulated Fund’s then-current Objectives and Strategies. Board-Established Criteria will be objective and testable, meaning that they will be based on observable information, such as industry/sector of the issuer, minimum EBITDA of the issuer, asset class of the investment opportunity or required commitment size, and not on characteristics that involve a discretionary assessment. The Adviser to the Regulated Fund may from time to time recommend criteria for the Board’s consideration, but Board-Established Criteria will only become effective if approved by a majority of the Independent Directors (defined below). The Independent Directors of a Regulated Fund may at any time rescind, suspend or qualify their approval of any Board-Established Criteria, though Applicants anticipate that, under normal circumstances, the Board would not modify these criteria more often than quarterly.

  • Eligibility Computation Period means a 12-consecutive month period beginning with your first day of employment. Any succeeding Eligibility Computation Period will then switch to the Plan Year, beginning with the Plan Year that includes your first anniversary of employment. You will generally earn an hour of service for each hour you are paid for the performance of duties for the Company (however, numerous exceptions and special rules apply).

  • ASAM criteria means admission, continued service, transfer, and discharge criteria for the treatment of substance use disorders as published by the American Society of Addiction Medicine (ASAM).

  • Retirement Eligibility means attainment of age 60 and completion of at least five (5) years of continuous service with the Company.

  • Fitch Criteria means the Collateral Amount shall equal the sum of (i) the product of A multiplied by the xxxx-to-market value of the outstanding Transactions determined by Party A in good faith from time to time, and (ii) the product of B multiplied by the current aggregate notional amount of the outstanding Transactions, where:

  • Award Criteria means the Standard Services Award Criteria and/or the Competed Services Award Criteria as the context requires

  • Over-Riding Nomination Criteria means the criteria set out in clause 4.2.

  • Eligible Directors means, with respect to a Regulated Fund and a Potential Co-Investment Transaction, the members of the Regulated Fund’s Board eligible to vote on that Potential Co-Investment Transaction under Section 57(o) of the Act (treating any registered investment company or series thereof as a BDC for this purpose).

  • Waiver eligibility span means the twelve-month period following either an individual's initial waiver enrollment date or a subsequent eligibility re- determination date.

  • Qualifying Criteria means the criteria outlined in Section 3 and which is used to determine whether an individual is eligible to receive criminal Legal Aid;

  • Pre-Qualifying Criteria means the criteria set out in clause 27.3 of this Part C.

  • Qualifying Performance Criteria means any one or more of the following performance criteria, either individually, alternatively or in any combination, applied to either the Company as a whole or to a business unit, Parent, Subsidiary or business segment, either individually, alternatively or in any combination, and measured either annually or cumulatively over a period of years, on an absolute basis or relative to a pre-established target, to previous years’ results or to a designated comparison group, and on a pre-tax or after-tax basis, in each case as specified by the Committee in the Award: (i) cash flow (including operating cash flow or free cash flow); (ii) earnings (including gross margin, earnings before interest and taxes, earnings before taxes, and net earnings); (iii) earnings per share; (iv) growth in earnings or earnings per share; (v) stock price; (vi) return on equity or average stockholders’ equity; (vii) total stockholder return; (viii) return on capital; (ix) return on assets or net assets; (x) return on investment; (xi) revenue; (xii) income or net income; (xiii) operating income or net operating income; (xiv) operating profit or net operating profit; (xv) operating margin; (xvi) return on operating revenue; (xvii) market share; (xviii) contract awards or backlog; (xix) overhead or other expense reduction; (xx) growth in stockholder value relative to the moving average of the S&P 500 Index or a peer group index; (xxi) credit rating; (xxii) strategic plan development and implementation (including individual performance objectives that relate to achievement of the Company’s or any business unit’s strategic plan); (xxiii) improvement in workforce diversity; (xxiv) expenses; (xxv) economic value added; (xxvi) product quality; (xxvii) number of customers; (xxviii) objective customer indicators; (xxix) customer satisfaction; (xxx) new product invention or innovation; (xxxi) profit after taxes; (xxxii) pre-tax profit; (xxxiii) working capital; (xxxiv) sales; (xxxv) advancement of the Company’s product pipeline; (xxxvi) consummation of strategic transactions; (xxxvii) reduction in cash utilization; and (xxxviii) addition of technologies and products. The Committee may appropriately adjust any evaluation of performance under a Qualifying Performance Criteria to exclude any of the following events that occurs during a performance period: (A) asset write-downs; (B) litigation or claim judgments or settlements; (C) the effect of changes in tax law, accounting principles or other such laws or provisions affecting reported results; (D) accruals for reorganization and restructuring programs; and (E) any gains or losses classified as extraordinary or as discontinued operations in the Company’s financial statements.

  • Eligibility Date means, with respect to each Borrower and Guarantor and each Swap, the date on which this Agreement or any Other Document becomes effective with respect to such Swap (for the avoidance of doubt, the Eligibility Date shall be the Effective Date of such Swap if this Agreement or any Other Document is then in effect with respect to such Borrower or Guarantor, and otherwise it shall be the Effective Date of this Agreement and/or such Other Document(s) to which such Borrower or Guarantor is a party).

  • Selection Criteria means and includes all of the requirements, considerations,

  • Direct Award Criteria means the award criteria to be applied for the award of Call-Off Contracts for Standard Services set out in Part 1 of Schedule 6 (Award Criteria) of this Framework Agreement;

  • Eligibility Conditions means the eligibility conditions specified in the Act and the Rules including all the eligibilityconditions listed in Clause [5] of the Tender Document.

  • Eligible Director means a person who is (i) a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act, and (ii) an “outside director” within the meaning of Section 162(m) of the Code.

  • Criteria means the criteria set out in Clause 16.3;

  • Eligibility means the decision as to whether an individual qualifies, under financial and nonfinancial requirements, to receive program benefits.

  • Performance Criteria means the criteria (and adjustments) that the Committee selects for an Award for purposes of establishing the Performance Goal or Performance Goals for a Performance Period, determined as follows:

  • Eligibility Requirement means all eligibility requirements and other qualification requirements for a person to act in the applicable Corporate Trust Capacity under any Appointment as set forth in the related Corporate Trust Contract, including any required authorizations or licenses from the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Government National Mortgage Association, the Federal Housing Administration, the Federal Home Loan Bank or the Department of Veterans Affairs.

  • Qualified Performance-Based Compensation means any compensation that is intended to qualify as “qualified performance-based compensation” as described in Section 162(m)(4)(C) of the Code.

Most Referenced Clauses

Most Referenced Definitions