Examples of Xxxxx Nominee in a sentence
Xxxxx Nominee shall promptly resign as a member of the Board and any committees thereof.
The nominees of the Xxxxx Group and RLB, including nominees pursuant to Section 8.2(i) hereof, are referred to herein as the "Xxxxx Nominees" and the "Xxxxxx Nominees", respectively, and are collectively referred to herein as the "Nominees" and individually as a "Xxxxx Nominee", "Xxxxxx Nominee" or "Nominee", as the case may be.
Parent and the Parent Board will take all actions necessary to fill such vacancy with such replacement director promptly upon written notice to Parent of the name of such replacement director by Sponsor, with respect to any Sponsor Nominee, or the Xxxxx Representative, with respect to any Xxxxx Nominee, subject, in each case, to the provisions of Section 2.2(d) or Section 2.3(e), as applicable.
In the event of a vacancy on the Board of Directors with respect to the Xxxxx Nominees, in favor of an individual nominated in writing by 75% of a group comprised of the remaining Xxxxx Nominee directors and Xxxxxx; in the event of a vacancy on the Board of Directors with respect to the XxXxxxxx Nominee directors, in favor of an individual nominated in writing by XxXxxxxx (or in the event he is deceased or declared incompetent, the two nominees designated jointly by Xxxxx X.
At the meeting, we will elect directors, discuss 1996 performance and talk about the future.
The Company shall notify Xxxxx of any opposition to a Xxxxx Nominee in accordance with Section 2(e) sufficiently in advance of the date on which such proxy materials are to be mailed by the Company in connection with such election of directors so as to enable Xxxxx to propose a replacement Xxxxx Nominee, if necessary, in accordance with the terms of this Agreement, and Xxxxx shall have 10 business days to designate another nominee.
Xxxxx Nominee shall be appointed to the Board as a Class I Director concurrently with or prior to the consummation of the Transaction (as defined in the Stock Purchase Agreement) (the “Closing”).
In proposing an individual as a Replacement Xxxxx Nominee pursuant to the immediately preceding sentence, the Xxxxx Investors shall provide the Company with such information regarding such individual as would be required to nominate such individual as a director pursuant to Section 10 of Article 2 of the Company’s Bylaws.
Xxxxx Nominee shall, in the reasonable judgment of the Board, have the requisite skill and experience to serve as a director of a publicly traded company, not be prohibited or disqualified from serving as a director of the Company pursuant to any rule or regulation of the SEC, the New York Stock Exchange (or, if different, the listing exchange on which the Common Stock is traded) or by applicable law and otherwise be reasonably acceptable to the Company.
Xxxxx Nominee shall initially be appointed to the Board concurrently with or prior to the Closing.