Parent Designated Directors definition

Parent Designated Directors shall have the meaning set forth in Section 2.9(a).
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Parent Designated Directors means the two (2) individuals identified by Parent in writing to the Company not less than five (5) days prior to the filing of the Registration Statement (which shall include the Proxy) with the SEC.
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Parent Designated Directors means the individuals identified as “Parent Designated Directors” on Schedule 7.7(b) attached hereto.
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Examples of Parent Designated Directors in a sentence

  • Without limiting the foregoing, Parent shall take all actions reasonably necessary to obtain the resignations of directors currently serving on the Board of Directors of Parent and to make the designation of Parent Designated Directors and Company Designated Directors so that the Board of Directors of Parent is comprised of the directors serving in such classes as contemplated by this Section 2.9(a).

  • The Board immediately following the Effective Time shall initially consist of the Parent Designated Directors and the Company Designated Directors.

  • From the Closing until at least six (6) months following the Closing, Parent shall take such action as may be necessary to cause the Parent Designated Directors, or individuals designated by the Parent Designated Directors, to remain members of the Parent Board.

  • Parent shall take all necessary action to cause the various standing committees of the Board of Directors of Parent effective at the Effective Time to be comprised of Company Designated Directors and Parent Designated Directors in an amount proportional to their representation on the full Board of Directors of Parent at the Effective Time, all subject to such Company Designated Directors and Parent Designated Directors being qualified to serve on such committees.

  • Prior to the Effective Time, Parent and the Company shall reasonably cooperate to determine which Parent Designated Directors and Company Designated Directors shall be in each class of directors as of the Effective Time, the consent to which shall not be unreasonably denied, withheld or conditioned by either party.

  • From and after the Effective Time, the members of the Board of Directors of the Surviving Corporation shall consist of the Company Designated Directors and the Parent Designated Directors, each to serve until his successor is elected and qualified or until his earlier death, resignation or removal.

  • Xxxxxx, Xx., one Company Designated Director and one Parent Designated Director shall be placed in the class with a term expiring in 2006 and two Company Designated Directors and two Parent Designated Directors shall be placed in the class with a term expiring in 2007.

  • Miller, Jr., the "Parent Designated Directors") until the exxxxxx xx xxxxx xxxxxxation or removal or until their respective successors are duly elected and qualified, as the case may be, and (ii) John F.

  • Miller, Jr., one Company Designated Director and one Parent Xxxxxxxxxx Xxxxxxxx xhall be placed in the class with a term expiring in 2006 and two Company Designated Directors and two Parent Designated Directors shall be placed in the class with a term expiring in 2007.

Related to Parent Designated Directors

  • Preferred Directors means, collectively, the Series A Directors and the Series B Director.

  • 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:

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;

  • New Directors means any director whose election by the Board or whose 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 were Present Directors or New Directors.

  • Investor Directors has the meaning set forth in Section 2(a).

  • Series B Director means any director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Elected Director means a person elected as an elected director in accordance with these bylaws or elected or appointed as a replacement director for an elected director;

  • Preferred Director means any director of the Company that the holders of record of the Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Series A Directors means the directors of the Company that have been solely designated by the holders of record of the Series A Preferred Stock pursuant to the Company’s Certificate of Incorporation, the Stockholders Agreement or otherwise.

  • Unaffiliated Director means, for purposes of this Code, a director or honorary director of the Fund who is not a director, officer or employee of the Adviser or an affiliate thereof.

  • Continuing Directors means, as of any date of determination, any member of the Board of Directors who (i) was a member of such Board of Directors on the date of the Agreement or (ii) was nominated for election or elected to such Board of Directors with the approval of a majority of the Continuing Directors who were members of such Board of Directors at the time of such nomination or election.

  • Investor Designee shall have the meaning set forth in Section 5(a).

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.

  • Investor Director means any Director designated or nominated for election to the Board by the Investor Shareholders pursuant to Section 2.1 of this Agreement.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.

  • Disinterested Director means a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by Indemnitee.

  • Non-interested director means a director who is not an “interested director” of a fund and who is not employed by, or has a material business or professional relationship with, the fund or the fund’s investment adviser or underwriter. See Section 2(a)(19) of the Investment Company Act of 1940 for more information.

  • Disinterested Director/Trustee means a Director/Trustee of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the Act.

  • Company Board of Directors means the board of directors of the Company.

  • Interested Director means a director or trustee of an investment company who is an interested person within the meaning of Section 2(a)(19) of the Act. A “Disinterested Director” is a director who is not an interested person under Section 2(a)(19) of the Act.

  • Disinterested Director/Trustee means a Director/Trustee of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the Act.

  • Appointed Director means a person appointed in accordance with these bylaws as an appointed director or appointed as a replacement director for an appointed director;

  • Parent Board means the board of directors of Parent.

  • Series A Director means any director of the Company that the holders of record of the Series A Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Company Director means a member of the Board.

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