TPG Nominated Directors definition

TPG Nominated Directors has the meaning set forth in Section 2.1(a).
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Examples of TPG Nominated Directors in a sentence

  • Following such appointment(s), with respect to each such Other Committee, so long as TPG, together with its Affiliates, owns at least five percent (5%) of the issued and outstanding Common Stock on an as-converted basis, the Company Board shall include one (1) of the TPG Nominated Directors designated by TPG that meets SEC and NASDAQ qualifications for such Other Committee to be appointed to such Other Committee.

  • Non-Designation Letter: Any Applicant not designated will be notified formally of the non-designation.

  • The Company Board shall fill any other vacancy by reason of death, removal or resignation of any Director only as directed by the remaining Directors who are not TPG Nominated Directors.

  • Upon the Closing, the Company shall cause each of the Key Committees to be comprised of and remain at five (5) members and the Company shall, in the case of each Key Committee, promptly cause two (2) of the TPG Nominated Directors designated by TPG that meet SEC and NASDAQ qualifications for such Key Committee to be appointed to such Key Committee.

  • Notwithstanding anything herein to the contrary, the services shall not include service on the board of directors of AV Homes by the TPG Nominated Directors (as defined in the Stockholders Agreement) and the Manager Designees shall not include such TPG Nominated Directors in their capacities as directors of AV Homes.

  • Without limiting the foregoing, nothing in this Agreement shall confer any third party beneficiary or other rights upon any TPG Nominated Director, except for the rights of the TPG Nominated Directors related to pre-closing actions pursuant to Section 6.10.

  • The Company shall have caused the Executive Committee to be reconstituted to include all directors of the Board, including any TPG Nominated Directors.

  • The Board of the Company immediately following Closing shall consist of eight (8) persons, including Xxxxxx Xxxxx and Xxxx Xxxxxxx (who will constitute the TPG Nominated Directors as defined in the Stockholders Agreement).

  • Upon the Closing (as defined in the Purchase Agreement), the Company shall promptly cause two (2) TPG Nominated Directors (in the aggregate) designated by TPG to be appointed to each Committee; provided, that, to the extent TPG has not designated up to two (2) TPG Nominated Directors for appointment to a Committee before Closing, the Company shall promptly cause such persons to be appointed to such Committee when such persons are designated by TPG.

  • Upon the Closing (as defined in the Purchase Agreement), the Company shall promptly cause two (2) TPG Nominated Directors designated by TPG to be appointed to each Committee.

Related to TPG Nominated Directors

  • 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:

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

  • 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.

  • 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;

  • 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.

  • 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;

  • 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 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.

  • Investor Directors or “Investor Director” has the meaning set forth in Section 6.1(a) hereof.

  • 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.

  • 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.

  • 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.

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

  • Relevant Nominating Body means, in respect of a benchmark or screen rate (as applicable):

  • 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.

  • 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.

  • New Director means an individual whose election by the Board or 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 either were directors at the Date of Grant or whose election or nomination for election was previously so approved or recommended. However, “New Director” shall not include a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation relating to the election of directors of the Company.

  • 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.

  • Investor Nominee means a person designated for election to the Board of Directors by the Investor pursuant to the Investment Agreement.

  • 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.

  • Continuing Director means, with respect to any Person as of any date of determination, any member of the board of directors of such Person who (a) was a member of such board of directors on the Closing Date, or (b) 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.

  • 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.

  • 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.

  • shadow director means, in relation to a company, any person in accordance with whose directions or instructions the directors of the company are accustomed to act, but the person is not deemed to be a shadow director by reason only that the directors act on advice given by that person in a professional capacity; and

  • Sponsor Director means an individual elected to the Board that has been nominated by the Sponsor pursuant to this Agreement.