Mutual Designees definition

Mutual Designees shall have the meaning set forth in the Amended and Restated Voting Agreement by and among the Company and the parties thereto dated as of the date hereof (the “Voting Agreement”).
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Mutual Designees shall be chosen by a majority of the Shares (voting as a single class on an as-converted basis) held by all Voting Parties; provided, however, that one of the Mutual Designees shall be the Company’s Chief Executive Officer (the “CEO Director”), and each other Mutual Designee shall be an independent director, as determined in good faith by the Board and in accordance with the relevant rules and regulations regarding director independence, including those promulgated by the New York Stock Exchange (“NYSE”), NASDAQ Global Market (“NASDAQ”) and pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder (each such director, an “Independent Director”), with experience serving on the board of directors of a public company as an Independent Director. Such approval shall take the form of a notice signed by holders of Shares holding the requisite voting interest; provided, however, that if no such notice has been delivered to the Secretary of the Company within ten days prior to any regular or special meeting of stockholders or five days after receiving an Action by Written Consent, the Secretary of the Company shall deliver a ballot to each Voting Party. Such ballot shall contain the nominee or nominees of any Voting Party, the names of which were delivered to the Secretary prior to the mailing of the ballot, and shall contain instructions that each Voting Party is to complete and return such ballot to the Secretary of the Company within five days of the effective date of such notice.
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Mutual Designees is defined in Section 7(b)(vii).
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Examples of Mutual Designees in a sentence

  • At the first annual meeting of Parent following the Closing, Parent shall nominate each of the Mutual Designees, and use reasonable best efforts to cause each Mutual Designee, to be reelected to the Parent Board.

  • If less than all of the Designees can be assured election, then the priority given to the Series D Designees shall be determined by Bessemer Venture Partners, the priority given to the Preferred Designee shall be determined by the Preferred Group, and the priority given to the Mutual Designees shall be determined by the (i) Common Group, and (ii) the holders of a majority of the Company’s Preferred Stock, voting together as a single class on an as converted basis.

  • Xxxxxx xxxng initially so designated, and (iii) up to three shall be individuals (the "Mutual Designees") mutually agreed upon and nominated for shareholder approval by the Founder Stockholders Designees and the WCAS Stockholders Designees.

  • Xxxxxxxx XX shall be deemed to be the ZAGG Designee and (iii) Lxxxx Xxxxxx shall be deemed to be one of the Mutual Designees.

Related to Mutual Designees

  • industrial design means features of shape, configuration, pattern or ornament applied to an article by any industrial process or means, being features which in the finished article appeal to and are judged by the eye, but does not include—

  • Abuse Investigation and Protective Services means reporting and investigation activities as required by OAR 407-045-0300 and any subsequent services or supports necessary to prevent further abuse as required by OAR 407-045-0310.

  • the Caxton Foundation means the charitable trust of that name established on 28th March 2011 out of funds provided by the Secretary of State for the benefit of certain persons suffering from hepatitis C and other persons eligible for payment in accordance with its provisions;

  • Team Members means the members of the Team, jointly and severally;

  • Shopping Center means the Shopping Center identified on the initial page hereof.

  • Universal design means the design of products, environments, programmes and services to be usable by all people, to the greatest extent possible, without the need for adaptation or specialized design. “Universal design” shall not exclude assistive devices for particular groups of persons with disabilities where this is needed.

  • DMC means “Details Marks Certificate”

  • Consent of the Limited Partners means the Consent of a Majority in Interest of the Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by a Majority in Interest of the Limited Partners, unless otherwise expressly provided herein, in their sole and absolute discretion.

  • LHIN Cluster has the meaning ascribed to it in the Accountability Agreement and is a grouping of LHINs for the purpose of advancing Digital Health initiatives through regional coordination aligned with the MOHLTC’s provincial priorities.

  • Hosting Partners means companies who entered into an agreement with CIPC in the areas of application management; application hosting, application service provision, and marketplace hosting are incorporated in this category.

  • Area of Mutual Interest or “AMI” shall mean an agreement between or among parties to a farm-out agreement or a joint operating agreement or other agreement by which the parties attempt to describe a geographical area within which they agree to share certain additional leases or other interests acquired by any of them in the future.

  • Members means the persons who are duly registered as the holders from time to time of shares in the register including persons who are jointly so registered.

  • Managers means a Person who is named or designated as a manager or managing member or otherwise acts in the capacity of a manager or managing member of a limited liability company in a limited liability company agreement or similar instrument under which the limited liability company is formed or operated.

  • SITC means the Standard International Trade Classification, Revision 3 (SITC, Rev. 3), published by the United Nations in Statistical Papers, Series M, No. 34/Rev. 3 (1986);

  • Industrial Designs means all right, title and interest (and all related IP Ancillary Rights) arising under any Requirement of Law in or relating to registered industrial designs and industrial design applications.

  • APN means the Apple Push Notification service that Apple may provide to You to enable You to transmit Push Notifications to Your Application or for use as otherwise permitted herein.

  • Youth center means any public or private facility that is primarily used to host recreational or social activities for minors, including, but not limited to, private youth membership organizations or clubs, social service teenage club facilities, video arcades, or similar amusement park facilities.

  • Public research university means Rutgers, The State University

  • Project Staff means the personnel of Contractor and Subcontractors who provide the Work.

  • Community Development Director means the Director of City’s Department of Community Development or his or her designee.

  • Owners Association means any association or organization created pursuant to the Owners’ Association Documents.

  • Urbanized area means an area where a well or production facilities of a well are located within a municipal corporation or within a township that has an unincorporated population of more than five thousand in the most recent federal decennial census prior to the issuance of the permit for the well or production facilities.

  • New Members As Defined By the Public Employees’ Pension Reform Act of 2013 (PEPRA)

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Freeboard means a factor of safety usually expressed in feet above a flood level for purposes of floodplain management. "Freeboard" tends to compensate for the many unknown factors that could contribute to flood heights greater than the height calculated for a selected size flood and floodway conditions, such as wave action, blockage of bridge or culvert openings, and the hydrological effect of urbanization of the watershed.

  • Isocenter means the center of the sphere through which the useful beam axis passes while the gantry moves through its full range of motions.