Warburg Directors definition

Warburg Directors shall have the meaning assigned in Section 3.1(c) hereof.
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Warburg Directors has the meaning set forth in Section 6.1(a)(i).
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Warburg Directors any director of the Company, including a ----------------- Substitute Director, designated by Warburg pursuant to a provision of this Agreement.
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Examples of Warburg Directors in a sentence

  • Each of Warburg and H&F shall, and shall cause its controlled Affiliates to, vote all Voting Securities that such Investor and its controlled Affiliates Beneficially Own and take any and all actions as may be reasonably necessary to cause the provisions of this Section 3.1, including the election of the Warburg Directors and H&F Directors, to be effectuated.

  • The holders of the Series B Preferred Stock shall not be entitled to vote in the election of the directors other than the election of the Warburg Directors as set forth in Article SEVENTH hereto.

  • In the event that the Board establishes any committee thereof, the Company will ensure that at least one (1) of the Warburg Directors and one (1) of the Tiptree Directors will be appointed to each committee of the Board, unless otherwise prohibited by law or applicable rules or regulations of any stock exchange or automated dealer quotation system on which the Common Stock is listed.

  • The right of the Warburg Investors to elect the Warburg Directors and the term of office of the Warburg Directors shall terminate upon the occurrence of the Warburg Termination Date, and the number of directors shall be reduced accordingly.

  • Without any action by the stockholders of the Corporation, the Board of Directors may amend the Charter to increase or decrease the aggregate number of shares of stock of the Corporation or the number of shares of stock of any class or any series that the Corporation has authority to issue; PROVIDED, HOWEVER, that such amendment shall have been approved by a majority of the Board of Directors, which majority, prior to the Warburg Termination Date, shall include both Warburg Directors.

  • Subject to applicable law and any rules or regulations of any stock exchange or automated dealer quotation system on which the Common Stock is listed, for so long as Warburg Pincus is entitled to elect at least one (1) member of the Board, Warburg Pincus shall be entitled to designate one (1) director (which director shall be one of the Warburg Directors) to the board of directors of each Subsidiary.

  • Preamble Director(s) §1(d)(i) Approved Plan Schedue II Disqualification Event §7(b)(i) Board §1 Disqualified Designee §7(b)(i) Company Preamble General Services §1(f) Investor(s) Preamble Tiptree Directors §1(a) Joinder Agreement §7(a) Tiptree Entities §1(e)(ii) Other Investors Preamble Warburg Investor Preamble Purchase Agreement Recitals Warburg Directors §1(a) Substitute Director §1(b) Warburg Pincus Entities §1(e)(ii) Tiptree Preamble Withdrawing Director §1(b) (c) Directly or Indirectly.

  • For as long as Warburg and ABS are entitled to designate directors under this Section 2(a), the Investors agree that the Warburg Directors and the ABS Director shall be three of the Preferred Stock Directors (as defined in the Company's Amended and Restated Certificate of Incorporation).

  • Without any action by the stockholders of the Corporation, the Corporation may amend the Charter to increase or decrease the aggregate number of shares of stock of any class or any series that the Corporation has authority to issue with the prior approval of the majority of the Board of Directors provided that, prior to the Warburg Termination Date, such majority shall include both Warburg Directors.

  • In the event that the Board establishes any committee thereof, the Company will ensure that at least one (1) of the Warburg Directors and one (1) of the Tiptree Directors will be appointed to each committee of the Board, unless otherwise waived by the Warburg Investors or Tiptree Investors, as applicable, or unless prohibited by law or applicable rules or regulations of any stock exchange or automated dealer quotation system on which the Common Stock is listed.


More Definitions of Warburg Directors

Warburg Directors shall have the meaning assigned in Section 3.1(c) hereof. "WARBURG PURCHASER" shall have the meaning assigned in the preamble hereto.
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Related to Warburg Directors

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

  • Managing Directors means Mrs Maria Chr. van der Sluijs-Plantz, Mrs Thérèse F.C. Wijnen and Mr Hubertus P.C. Mourits or such other person(s) who may be appointed as Managing Director(s) of the Issuer from time to time.

  • 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.

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

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

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

  • Executive Directors means a person appointed as director directly accountable to the municipal manager.

  • 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.

  • 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 (i) was a member of such board of directors on the Closing Date, or (ii) was nominated for election or elected to such board of directors with the approval of the required majority of the Continuing Directors who were members of such board at the time of such nomination or election.

  • 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

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

  • The Board of Directors or "Board" means all those persons appointed to perform the duties of directors of the society;

  • 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.

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

  • 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 Board Members means those members of the Board of a Fund that are not deemed to be "interested persons" of the Fund, as defined by the Act.

  • 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.

  • Directors means the directors for the time being of the Company.

  • Deputy Director means the Deputy Director of the Authority, as the case may be.

  • External Directors means directors appointed and serving in accordance with Sections 239 through 249 of the Companies Law.

  • Board Chair means the chair of the Board;

  • the Directors means save as otherwise defined at Article 6.9 the directors of the Company (and “Director” means any one of those directors);

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

  • 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.

  • Management Board means the management board of the Company.