Examples of Required Board Vote in a sentence
WHEREAS, the Company and the Rights Agent are parties to the Rights Agreement dated as of November 20, 1998 (the "Rights Agreement"); and WHEREAS, the Company has determined that the amendments to the Rights Agreement set forth herein are desirable and directed the Rights Agent to agree to such amendments; and WHEREAS, the amendments set forth herein have been approved by the Required Board Vote on February 8, 2000.
The Board of Directors, by the Required Board Vote, shall have the exclusive power and authority to administer and interpret the provisions of this Agreement and to exercise all rights and powers specifically granted to the Board of Directors or the Company or as may be necessary or advisable in the administration of this Agreement.
Notwithstanding anything else to the contrary set forth herein, in no event shall any Person or group of Persons entitled to designate directors for appointment to the Board pursuant to Section 6 be entitled to assign such rights without Required Board Vote.
Subject to the rights of any such Person to appoint a Purchased Equity Director pursuant to paragraph 6I, in the event that any of MWJS, GMcG, APJS, IJC or FB is removed or resigns from the Board, any Subsidiary Board or any committee thereof, any replacement director shall be appointed by Required Board Vote.
As of and after the date that any Eligible Purchased Equity Holder ceases to satisfy the applicable Minimum Investment Condition or the Purchased Equity Director has become ineligible to serve as a director as a matter of law, upon Required Board Vote, the Purchased Equity Director shall resign or be removed from the Board, and the Investors shall take all actions to remove such Purchased Equity Director.
Any appointment or removal of a director shall be effected by delivery to the Company’s registered office of written notice signed by or on behalf of the Investor or Investors making such appointment or removal or, in the case of an appointment or removal in connection with a Required Board Vote, shall be effected by the taking of the necessary board action and, in each case, shall take effect upon such delivery or, if later, any effective date stated in the notice or resolution, as the case may be.
Notwithstanding the foregoing, no amendment, modification or waiver of any such side letter agreement after the date hereof shall be effective without Required Board Vote.
Seller has terminated no employees during the ninety (90) day period prior to the date of this Agreement.
The Board of Directors, by the Required Board Vote, shall have the exclusive power and authority to administer and interpret the provisions of this Agreement and to exercise all rights and powers specifically granted to the Board of Directors or the Company or as may be necessary or advisable in the administration of this -57- Agreement.
Unless otherwise agreed by Required Board Vote, any such director appointed pursuant to this paragraph 6G shall be removed or replaced on the Board only by Required Board Vote.