Preferred Designee definition

Preferred Designee means an individual designated in writing by the Purchaser for election to the Board pursuant to the terms and conditions set forth in Section 5.09; provided, that such individual (1) may be an employee, officer or director of Purchaser or its Affiliates and (2) shall be reasonably acceptable to the Board or Nominating and Corporate Governance Committee of the Board; provided that any partner or managing director of SCG or any of its affiliated management companies who has relevant industry experience shall be deemed to be acceptable to the Board and the Nominating and Corporate Governance Committee of the Board for so long as each of the other requirements set forth in Section 5.09 that are applicable to a Preferred Designee are satisfied; provided, further, that (x) no executive officer or director of STWD or its Subsidiaries may be a Preferred Designee and (y) no partner or managing director of SCG or any of its affiliated management companies who is an STWD Person may be a Preferred Designee.
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Preferred Designee has the meaning set forth in Section 6.1(b) of this Agreement.
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Preferred Designee designated by the Investors holding a majority of the Shares then held by all Investors other than Accion, as one of the Series Seed Directors; and
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Examples of Preferred Designee in a sentence

  • Yunich or such other Preferred Designee voted against sucx xxxxxx xx x xeeting of the Board of Directors at which such action was proposed; and (iv) such action caused (A) a material harm to the holders of the Preferred Stock and (B) a material benefit to the Common Stock.

  • The Board may at any time amend, alter, suspend or terminate the Plan; provided that, prior to the expiration of the Buy-Out Option, the approval of the Minority Preferred Designee shall be required to for any amendment to the Plan.

  • At all times the Company shall reserve a sufficient number of seats on the Board of Directors to permit the election of the Preferred Designee.

  • For so long as the Preferred Designee serves on the Board of Directors of the Company, the Company, the Principal Stockholders and each Investor agrees to vote all of its shares of Common Stock or Preferred Stock, as applicable, and to take all lawful action as shall be reasonably required in order to facilitate the election of such Preferred Designee to any and all committees of the Board of Directors.

  • To the extent that any committee does not include the Minority Preferred Designee (as defined in the Voting Agreement), then the Minority Preferred Designee shall be entitled to attend in a non-voting, observer capacity all meetings of such committee and to receive all notices and other communications (including, without limitation, Actions by Written Consent Without a Meeting) that are sent to members of such committee in their capacity as such.

  • To the extent that any such Committee does not include the Minority Preferred Designee (as defined in the Voting Agreement), then the Minority Preferred Designee shall be entitled to attend in a non-voting, observer capacity all meetings of such Committee and to receive all notices and other communications (including, without limitation, Actions by Written Consent Without a Meeting) that are sent to members of such Committee in their capacity as such.

  • Prior to the expiration of the Buy-Out Option, the vote of the Minority Preferred Designee shall be required for any amendment to the Plan.

  • Major themes included: students benefit from continuous variations of freedom and constraint in task design; autonomous decisions about grouping and leadership can benefit students’ processes; and teachers must consider facilitation roles with sensitivity.

  • Xxxxxx, who is the current Series A/B Preferred Designee (as defined in the Stockholders Agreement); and Xxxxxxx Xxxxxx, who is a stockholder of the Company.

  • In the event of the death, resignation or removal of any member of the Board of Directors who is a Series B Preferred Designee, only the holders of Series B Preferred Stock shall be entitled to elect his or her replacement and (z) holders of the Series B Preferred Stock, voting as a separate class, may remove at any time for any reason any Series B Preferred Designee and/or any director elected pursuant to this Section 5.


More Definitions of Preferred Designee

Preferred Designee shall be chosen by Snickers Holdings LLC (together with its affiliates, "Snickers"), for so long as Snickers owns shares of Preferred Stock, and thereafter by the holders of a majority of the Series Seed Preferred and Series A Preferred (voting together as a single class on an as-converted to Common Stock basis) held by the Investors in the event that Snickers no longer owns any shares of Preferred Stock.
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Related to Preferred Designee

  • 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.

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Preferred Member means a Member holding Preferred Units.

  • Preferred ’ means any of the above securities that are publicly traded on a recognized securities exchange and the securities have a rating of ‘‘A’’ or above. If the securities are not ‘‘Preferred,’’ they are listed as ‘‘Other.’’

  • Registered design in this Act shall mean a design for which a design registration has been granted.

  • Series B Certificate of Designations means the certificate of designations establishing the terms of the Series B Preferred Stock.

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

  • Series B Certificate of Designation means the Certificate of Designation of Series B Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Permitted Designee means (i) a spouse or a child of a Permitted Holder, (ii) trusts for the benefit of a Permitted Holder or a spouse or child of a Permitted Holder, (iii) in the event of the death or incompetence of a Permitted Holder, his estate, heirs, executor, administrator, committee or other personal representative or (iv) any Person so long as a Permitted Holder owns at least 50% of the voting power of all classes of the voting stock of such Person.

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • Preferred Proponent means the Proponent that is invited into negotiations in accordance with the evaluation process set out in this RFP;

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series B Preferred means the Company’s Series B Preferred Stock, par value $0.001 per share.

  • Series Designation has the meaning assigned to such term in Section 3.03(a).

  • Series D Preferred means the Series D Convertible Preferred Stock of the Company, par value $.01 per share.

  • Series C Preferred means the Company's Series C Preferred Stock, par value $0.01 per share.

  • Investor Designee means an individual nominated by the Board as a “Investor Designee” for election to the Board pursuant to Section 5.10(a), Section 5.10(d) or Section 5.10(e) of the Investment Agreement.

  • Series A Certificate of Designations means the Certificate of Designations of Series A Preferred Stock of the Company.

  • Preferred Proponent(s means the Proponent(s) selected by the Evaluation Team to enter into negotiations for a Contract;

  • Certificate of Designations means the Certificate of Designations or comparable instrument relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • 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.

  • Series A Certificate of Designation means the Certificate of Designation of Series A Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Share Designation has the meaning assigned to such term in ‎Section 3.2(b).