Mutual Designees definition

Mutual Designees has the meaning set forth in Section 1.5(b).
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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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Examples of Mutual Designees in a sentence

  • Regional and the Regional Board shall take all actions necessary such that, prior to the next annual meeting of Regional shareholders following the Effective Time (the “Annual Meeting”), the Regional Board shall nominate each of the SunLink Designees and the Mutual Designees for election at the Annual Meeting, subject to applicable Law (including fiduciary duties of the members of the Regional Board).

  • 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.


More Definitions of Mutual Designees

Mutual Designees is defined in Section 7(b)(vii).
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