Committee

Committee. Means the Board of Directors or committee comprised by a member or members of the Board of Directors.

Committee. The committee appointed by the XM Board of Directors to administer the Plan.

Committee. Means the Compensation Committee of the Board or such other committee that consists solely of two or more individuals, each of whom is a Non-Employee Director and an "outside director" within the meaning of Treasury Regulation Section 1.162-27(e)(3).

Committee. A compensation committee comprised of two or more non-employee directors within the meaning of Rule 16b-3 or meeting any other requirements of Rule 16b-3.

Committee. Means a committee of Directors appointed by the Board to administer the Plan in accordance with Section 3 hereof, which Committee shall be constituted to comply with Applicable Laws.

Committee. The committee established pursuant to Paragraph 11 above to administer the Plan.

Committee. Means a Committee appointed by the Board in accordance with Sec. 4 of Plan.

Committee. Means a committee designated by the Board, which shall consist of two or more "non-employee directors" as defined in Rule 16b-3 under the Securities Exchange Act of 1934 as amended (the "1934 Act") or any successor Rule. The Compensation Committee of the Board may serve as the Committee, provided that it meets these requirements. In the event the Committee shall no longer meet the qualification requirements set forth above, the Board of Directors of the Company shall appoint a new committee to... administer the Plan, whose members shall cause the committee to qualify under the transaction approval requirements of Rule 16b-3. The Committee shall have the authority to appoint a subcommittee whose members qualify as "outside" directors under Section 162(m) of the Code and the regulations thereunder, to administer awards under the Plan to the extent required to meet the requirements of Section 162(m) of the Code and the regulations thereunder. View More

Committee. Means the Compensation Committee of the Board or such other committee of the Board as may be designated by the Board from time to time to administer the Plan. Unless the Board otherwise determines, and such determination is reduced to writing articulating the reasons for such determination, the Committee shall at all times be comprised of not less than two members, each of whom shall qualify as (i) a "Non-Employee Director" within the meaning of Rule 16b-3(b)(3) (or any successor rule) under... the Exchange Act, (ii) an "outside director" within the meaning of Section 162(m) of the Code and the regulations thereunder (or any successor law or regulation), and (iii) an "independent director" as such term is defined or used by the rules of the exchange or system on which Common Stock is listed. View More

Committee. Means the Committee administering the Plan, consisting of at least three members appointed by the Board of Directors either from members of senior management, from the Board of Directors, or a combination thereof.