Election as a Director Sample Clauses

The 'Election as a Director' clause outlines the process and requirements for appointing an individual to the board of directors of a company. Typically, this clause specifies the eligibility criteria, nomination procedures, and the voting mechanism—such as shareholder approval—necessary for someone to be officially elected as a director. By clearly defining how directors are chosen, the clause ensures transparency and fairness in corporate governance, preventing disputes and promoting orderly management transitions.
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Election as a Director. Subject only to the fiduciary duties of its directors, the Company will use its best efforts to nominate and cause the Executive to be elected as a member of the Board of Directors during the Employment Term. If the Executive's employment is terminated for any reason, then such termination shall not in any way affect the Executive's right to be elected to the Board of Directors as set forth in the preceding sentence so long as the Executive and the Stockholders (as defined in the Merger Agreement) and/or their respective affiliates continue to hold in the aggregate at least 40% of the shares of outstanding capital stock of the Company.
Election as a Director. The Company will use its best efforts to cause the Executive to retain his position on the Board during the Employment Term. If the Executive's employment is terminated for any reason, then the Executive will be deemed to have resigned from the Board of Directors and from any and all other positions with the Company, Springs, or any affiliate of either or both of them.
Election as a Director. Employer will cause its Board of Directors to increase its size by one member and appoint Employee to fill the newly-created vacancy, effective as of the date of this Amendment."
Election as a Director. During the term of this Agreement, ---------------------- Employee shall be nominated for election and shall serve as a member of Employer's Board of Directors and as a member of its Executive Committee, subject to the terms hereof; provided, however, that Employee's service as a director shall be subject to (i) election by Employer's shareholders in accordance with its bylaws and applicable law, and to (ii) Employee's continued satisfaction of qualification requirements applicable to service as a director of FDIC-insured, North Carolina banks and to his continued acceptability to Employer's banking regulators.
Election as a Director. The Company will use its best efforts to cause the Employee to be elected to the Board of Directors of the Company. If the Employee's employment is terminated for any reason, then the Employee will be deemed to have resigned from the Board of Directors and from any and all other positions with the Company or any of its affiliates.
Election as a Director. At or prior to the Closing, Veeco shall use its reasonable efforts to cause ▇▇▇▇▇ ▇▇▇▇▇ to be elected as a member of the Board of Directors of Veeco.
Election as a Director. The Board of Directors shall nominate the Executive as a director to serve initially for a three (3) year term and for a second three (3) year term if the Executive elects to exercise his option to extend his employment for another three (3)
Election as a Director. As soon as is practicable after the date hereof, the Board of Directors will appoint Executive to the Board of Directors as a director and thereafter during the Employment Term nominate Executive as a candidate and use all reasonable efforts to cause Executive to be elected a member of the Board of Directors. If Executive's employment is terminated for any reason, then Executive will be deemed to have resigned from the Board of Directors and from any boards of directors of any affiliates of Company on which he then sits, and any director(s) nominated by him will also be deemed to have resigned. Company agrees to include Executive in any officer and directors' liability insurance coverage that Company institutes for its directors, and Company agrees to cover the costs, during the Employment Term, of legal counsel to defend Executive against any causes of actions, suits, or legal claims filed by stockholders against directors or officers of Company in the ordinary course of business in the same manner as all other officers and directors, provided that such complaints are not the result of any gross negligence, fraud or wilful misconduct on the part of Executive.

Related to Election as a Director

  • Board Membership During the Employment Term, Executive will serve as a member of the Board, subject to any required Board and/or stockholder approval.

  • Termination for Cause; Resignation Without Good Reason; Death or Disability If you resign without Good Reason, or the Company terminates your employment for Cause, or upon your death or disability, then all payments of compensation by the Company to you hereunder will terminate immediately (except as to amounts already earned), and you will not be entitled to any Severance Benefits.

  • Termination Without Cause or Resignation for Good Reason If the Executive’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or the Executive resigns for Good Reason during the Term, then the Executive shall be entitled to the following benefits, subject to compliance, where applicable, with the requirements in Section 4.4 below regarding release of claims, the Company shall: (a) pay to the Executive in a lump sum (i) any unpaid base salary of the Executive, (ii) any accrued but unused and unpaid vacation pay of the Executive, (iii) any earned and unpaid bonuses of the Executive, and (iv) the amount of any unpaid compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) (provided that this clause (iv) shall not cause accelerated payment of amounts subject to Section 409A (as defined below) if not provided for under the terms by which such amounts were or are deferred), in each case of clauses (i) through (iv) through the Date of Termination (collectively, the “Accrued Obligations”); (b) continue to provide to the Executive in accordance with the Company’s ordinary payroll practices, the Executive’s base salary for a period of time after the Date of Termination equal to 12 months (the “Severance Period”), with payments beginning as provided in 4.4 below; (c) if and while the Executive and his or her family qualifies for and elects to participate in continuation health coverage under Section 4980B of the Code (“COBRA”), the Company will continue to pay the share of the premium for such coverage that it pays for active and similarly-situated employees who receive the same type of coverage until the earlier of (i) the end of the Severance Period or (ii) the date the Executive’s COBRA continuation coverage expires, unless the Company’s providing payments for COBRA will violate the nondiscrimination requirements of applicable law, in which case this benefit will not apply; and (d) to the extent not previously paid or provided, the Company shall timely pay or provide to the Executive any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company (collectively, the “Other Benefits”).

  • Voluntary Resignation; Termination for Cause If Executive’s employment with the Company terminates (i) voluntarily by Executive (other than for Good Reason) or (ii) for Cause by the Company, then Executive will not be entitled to receive severance or other benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

  • Exercise Period Upon Death or Disability If the Participant dies or becomes disabled (within the meaning of Section 22(e)(3) of the Code) prior to the Final Exercise Date while he or she is an Eligible Participant and the Company has not terminated such relationship for “cause” as specified in paragraph (e) below, this option shall be exercisable, within the period of one year following the date of death or disability of the Participant, by the Participant (or in the case of death by an authorized transferee), provided that this option shall be exercisable only to the extent that this option was exercisable by the Participant on the date of his or her death or disability, and further provided that this option shall not be exercisable after the Final Exercise Date.