Series D Directors definition

Series D Directors or “Series D Director” has the meaning set forth in Section 6.1(a) hereof.
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Series D Directors or “Series D Director” has the meaning set forth in Article 73(a).
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Series D Directors means those members of the Board of Directors who are elected pursuant to Section 1(c)(iii) and (iv) of the Voting Agreement.
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Examples of Series D Directors in a sentence

  • The Company will maintain coverage for the Series C Directors (as defined in the Voting Agreement) and the Series D Directors (as defined in the Voting Agreement) under such directors and officers liability insurance at all times commencing upon the Closing (as defined in the Purchase Agreement).

  • The approval required by subsection (j), above (regarding dividends), shall include the vote of at least one of the Series D Directors in the event that the payment of such dividends shall be in stock.

  • The Company shall reimburse the Series D Directors for all reasonable out-of-pocket expenses incurred in performance of their duties as directors.

  • The value of such property, rights or securities shall be determined in good faith by the Board of Directors, including at least one of the Series D Directors.

  • So long as the Series D Investors are entitled to designate the Series D Directors for election pursuant to Section 1.1, the Company hereby covenants and agrees that it shall, and at the request of the Series D Directors shall cause its subsidiaries to hold a least one (1) meeting of the Board and each Subsidiary Board during each calendar quarter.

  • The Company will maintain coverage for the Series C Directors (as defined in the Voting Agreement) and the Series D Directors (as defined in the Voting Agreement) under such directors and officers liability insurance at all times commencing upon the Closing (as defined in the Series D Preferred Stock Purchase Agreement dated August 16, 2005).

  • Notwithstanding the provisions of Section 2.6(a), it is not necessary for the members (and any alternates therefor) of the Board of Directors of KOFBA to be selected from the Series D Directors (or any alternates therefor) or from the Series A Directors (or any alternates therefor).

  • So long as the Series D Investors are entitled to designate the Series D Directors for election pursuant to Section 1.1, and subject to the terms and conditions specified in this Article III and applicable securities laws, the Company hereby grants to each Major Series D Investor a preemptive right with respect to future sales by the Company of its Capital Stock or securities convertible into or exercisable for any Capital Stock (collectively, “Company Securities”).

  • The Company hereby agrees that it shall promptly reimburse the Series D Directors for all reasonable out-of-pocket costs and expenses incurred thereby in connection with traveling to and attending each meeting of the Board, each Subsidiary Board and the respective committees and subcommittees thereof (other than a meeting in which such Series D Directors participate by phone).

  • They must include a reference to at least one of the SPC indications for the use of the product.


More Definitions of Series D Directors

Series D Directors means the directors of the Company elected by the holders of shares of the Series D Preferred Stock.
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Series D Directors shall have the meaning set forth in Section 2.1 hereof.
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Series D Directors means the total of: (i) the number of Preferred Directors and Other Directors nominated by a majority of the shares of Series D Convertible Preferred outstanding and elected pursuant to Section 2.1 hereof, (ii) the Additional Series D Director and (iii) any Series D Proportionate Representation Directors.
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Series D Directors means the director(s) of the Corporation elected as a matter of right by the holders of the Series D Preferred Stock pursuant to this Section 4(d). Nothing in this Section 4(d) shall be deemed to constitute an admission that a Series D Director is not an "independent director" for purposes of the rules of The Nasdaq Stock Market. At any time a vote of the holders of the Series D Preferred Stock shall be necessary pursuant to this Section, a proper officer of the Corporation may, and upon the written request of the holders of record of at least twenty-five percent (25%) of the shares of the Series D Preferred Stock then outstanding addressed to the Secretary of the Corporation shall, call a special meeting of the holders of the Series D Preferred Stock, for the purpose of electing the directors which such holders are entitled to elect. If such meeting shall not be called by a proper officer of the Corporation within twenty (20) days after personal service of such written request upon the Secretary of the Corporation, or personal service of said written request upon the Secretary of the Corporation at its principal executive offices, the holders of at least twenty-five percent (25%) of the outstanding shares of Series D Preferred Stock may designate in writing one of their number to call such meeting at the expense of the Corporation, and such meeting may be called by the persons so designated upon the notice required for the annual meeting of stockholders of the Corporation. Any holder of the Series D Preferred Stock so designated shall have, and the Corporation shall provide access to the lists of stockholders to be called pursuant to the provisions hereof.
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Related to Series D Directors

  • 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 Certificate of Incorporation, the Stockholders Agreement or otherwise.

  • Preferred Directors means the Series A Directors and the Series B Directors.

  • Series B Director means any director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect, exclusively and as a separate class, pursuant to the Certificate of Incorporation.

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

  • 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.

  • 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.

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

  • 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.

  • Investor Director means a member of the Board who was elected to the Board as an Investor Designee.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager or any Person directly or indirectly controlling or controlled by the Manager, and who are otherwise “independent” in accordance with the REIT’s Governing Instruments and policies and, if applicable, the rules of any national securities exchange on which the REIT’s common stock is listed.

  • 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:

  • 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.

  • 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.

  • Continuing Directors means, as of any date of determination, any member of the Board of Directors of the Company who (i) was a member of such Board of Directors on the date of this Indenture 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 at the time of such nomination or election.

  • 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;

  • Lead Director means the Non-Employee Director, if any, who has been designated by the Board as the Lead Director under the Board’s Corporate Governance Guidelines. The Lead Director shall have such duties as shall be assigned to him or her by the Board in such Corporate Governance Guidelines.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • 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.

  • Board Designee means an employee of the Board who has been given authority by the Board to carry out a function for the Board (e.g., the Clerk, Assistant Clerk of the Board, or hearing officer).

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • 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;

  • Series A Stock means the Series A Convertible Preferred Stock, par value $0.01 per share, of the Company.

  • 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.