Issuer Board definition
Examples of Issuer Board in a sentence
The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Issuer Board prior to the date hereof and no other corporate proceedings on the part of Issuer are necessary to authorize this Agreement or to consummate the transactions so contemplated.
The Issuer shall, through its board of directors or any committee thereof, recommend to its stockholders that the Requisite Stockholder Approval be given (the “Issuer Board Recommendation”) and shall include the Issuer Board Recommendation in the Proxy Statement and use reasonable best efforts to solicit from its stockholders proxies in favor of the approval of this Agreement and the transactions contemplated by this Agreement.
The Executive may terminate his employment hereunder during the Term for Good Reason by providing written notice to the Board and the Issuer Board within thirty (30) days following the occurrence of any of the events specified below.
The Company (subject to the prior agreement of the Issuer Board, upon the recommendation of the Compensation Committee) shall have the right to terminate the Executive’s employment at any time during the Term without Cause (as defined below), by providing written notice to the Executive specifying the effective date of termination (which may be forthwith).
Either the Issuer or the Company, with the prior approval of the Issuer Board upon the recommendation of the Compensation, Nominating and Corporate Governance Committee of the Issuer Board, may terminate this Agreement during the Term at any time for Cause, effective immediately upon written notice to the Executive, in which event the Executive shall be entitled to payment of the Termination Benefits and neither the Issuer nor the Company shall have any further obligation to him.
Pursuant to section 1129(a)(5) of the Bankruptcy Code, to the extent known, the Debtors will disclose at or prior to the Confirmation Hearing the identity and affiliations of any Person proposed to serve on the Equity Issuer Board.
By the Effective Date, the officers and overall management structure of the Equity Issuer, and all officers and management decisions with respect to Equity Issuer (and/or any of its direct or indirect subsidiaries), compensation arrangements, and affiliate transactions shall only be subject to the approval of the Equity Issuer Board.
Subject to the last sentence of this Section 7.11, the Issuer Board Recommendation shall be included in the Issuance Approval Proxy Statement.
The Issuer covenants that none of the Issuer Board, the Issuer or any committee of the Issuer Board shall withdraw or modify, or propose publicly or by formal action of the Issuer Board, any committee of the Issuer Board or Issuer to withdraw or modify, in a manner adverse to the Investors, the Issuer Board Recommendation.
The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by the Issuer Board on the date hereof and no other corporate proceedings on the part of Issuer are necessary to authorize this Agreement or to consummate the transactions so contemplated.