Agreement to Resign Clause Samples

Agreement to Resign. Subject to and conditioned upon (a) stockholder approval of the Amendment at the 2006 Annual Meeting, and (b) filing of the Certificate of Amendment with the Secretary of State of the State of Delaware, each Director hereby agrees to and does hereby tender his resignation from the Board to be effective immediately prior to the 2007 Annual Meeting.
View SourceView Similar (2)
Agreement to Resign. Upon cessation of the Director’s employment by Canyon or any of its affiliates (other than the Company and its subsidiaries), for any reason or reasons, and if the Director shall then be a member of the Board or the Board of any subsidiary of the Company, the Director shall immediately resign from the Board and from the board of any subsidiary of the Company.
View Source
Agreement to Resign. In the event that at any time the Stockholder beneficially holds less than 80% of the Balance Shares (as defined herein), the Stockholder agrees that he will immediately resign from the Board of Directors of Olicom. As used herein, the term "Balance Shares" shall mean the number of shares of Olicom Common Stock received by the Stockholder pursuant to the Merger, net of 150,000 shares of Olicom Common Stock that the Stockholder shall be permitted to sell in the manner set forth herein for the purpose providing liquidity for the satisfaction of tax obligations (and the sale of same by the Stockholder consistent with the provisions hereof shall not affect the Stockholder's agreements pursuant to this Section 3.3).
View Source
Agreement to Resign. The Director hereby agrees to tenders his resignation from the Board effective immediately prior to the closing of the IPO. At such time, the Director shall execute and deliver to the Company the written resignation in the form attached hereto as Exhibit A.
View Source
Agreement to Resign. (i) In the event that the Gaelic Director Threshold is not met, Gaelic shall use its best efforts to cause the Gaelic Designee to resign immediately from the Board; provided that this requirement shall not apply if all of the independent directors on the Board vote in favor of the Gaelic Designee remaining on the Board until the next election of directors. (ii) In the event that the ▇▇▇▇▇▇▇▇▇▇▇▇ Director Threshold is not met, ▇▇▇▇▇▇▇▇▇▇▇▇ shall use its best efforts to cause the ▇▇▇▇▇▇▇▇▇▇▇▇ Designee to resign immediately from the Board; provided that this requirement shall not apply if all of the independent directors on the Board vote in favor of the ▇▇▇▇▇▇▇▇▇▇▇▇ Designee remaining on the Board until the next election of directors.
View Source
Agreement to Resign. The parties agree Employee’s employment with the City will end effective February 3, 2022 (also known as the Separation Date). Execution of the Agreement by Employee shall constitute his notice of resignation which cannot be rescinded. Employee understands that after this Agreement is signed, he will not return to work for the City in any capacity.
View Source
Agreement to Resign. In the event of any breach of Section 2 by any ▇▇▇▇▇▇ Investor: (a) ▇▇▇▇ ▇▇▇▇▇▇ hereby agrees to immediately resign as a director of the Company and from any and all other positions, titles and directorships then held by ▇▇. ▇▇▇▇▇▇ with the Company or any of its Subsidiaries, (b) ▇▇. ▇▇▇▇▇▇ shall not be permitted to nominate himself as a candidate for election to the Board of Directors pursuant to Section 2(c) of the Shareholders’ Agreement, (c) the provisions of Section 1.10 of the Merger Agreement shall cease to apply to ▇▇. ▇▇▇▇▇▇, and (d) the restrictions on removal of a director from the Board of Directors set forth in Section 3 of the Shareholders’ Agreement shall cease to apply to ▇▇. ▇▇▇▇▇▇. ▇▇. ▇▇▇▇▇▇ further acknowledges and agrees that any breach of Section 2 by any ▇▇▇▇▇▇ Investor shall constitute “Cause” for purposes of that certain Independent Contractor Consulting Agreement, dated as of even date herewith, by and between the Company and ▇▇. ▇▇▇▇▇▇. ▇▇. ▇▇▇▇▇▇ acknowledges and agrees that irreparable damage would occur in the event that any of the provisions of this Section 3 were not performed in accordance with its specified terms or were otherwise breached, and that the Company would not have an adequate remedy at law for money damages in such event. Accordingly, the Company, without posting any bond or other undertaking, shall be entitled to an injunction or injunctions to prevent breaches of the provisions of this Section 3 and to enforce specifically the terms and provisions hereof in any court having jurisdiction, such remedy being in addition to any other remedy to which the Company may be entitled at law or equity.
View Source

Related to Agreement to Resign

  • Agreement to Retain Shares Prior to the Expiration Date, the Shareholder shall not, except as expressly contemplated by this Agreement or the Merger Agreement, directly or indirectly, (a) sell, assign, transfer, or otherwise dispose of (including, without limitation, by the creation of a Lien (as defined in Section 4(c))), any Shares, (b) enter into any contract, option, commitment or other arrangement or understanding with respect to the sale, transfer, assignment or other disposition of, any Shares, (c) deposit any Shares in a voting trust or enter into a voting agreement or similar agreement with respect to any Shares or grant any proxy or power of attorney with respect thereto, or (d) take any action that would make any representation or warranty of the Shareholder contained herein untrue or incorrect or have the effect of preventing or disabling the Shareholder from performing the Shareholder’s obligations under this Agreement. Notwithstanding the foregoing, the Shareholder may make (i) transfers of Shares by will or by operation of law, in which case this Agreement shall bind the transferee, (ii) transfers of Shares in connection with bona fide estate and charitable planning purposes, including transfers to relatives, trusts and charitable organizations, subject to the transferee agreeing in writing to be bound by the terms of, and perform the obligations of the Shareholder under, this Agreement, (iii) transfers pursuant to any pledge agreement, subject to the pledgee agreeing in writing, prior to such transfer, to be bound by the terms of this Agreement, (iv) the disposition or surrender of Shares in connection with the vesting, settlement or exercise of equity rights permitted by the Merger Agreement, (v) to any immediate family member of the undersigned, or to a trust for the benefit of the undersigned or his or her immediate family members or upon the undersigned’s death subject to the transferee agreeing in writing to be bound by the terms of, and perform the obligations of the Shareholder under, this Agreement, and (vi) as Buyer may otherwise agree in writing in its sole discretion.

  • Right to Re-enter In the event of any such default by Tenant, Landlord shall have the right, after terminating this Lease, to re-enter the Premises and remove all persons and property. Such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant, and disposed of by Landlord in any manner permitted by law.

  • Amendment to Rights Agreement The Rights Agreement is hereby amended to add the following new Section 35 as follows:

  • Amendment to Section 6 1. Section 6.1 of the Existing Credit Agreement is hereby amended in its entirety to read as follows:

  • Amendment to Section 7 03 (Liens) of the Credit Agreement. Clause (c) of Section 7.03 of the Credit Agreement is hereby amended and restated as follows: