Parent Board of Directors. The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.
Parent Board of Directors. At the Effective Time, the Board of Directors of Parent, in accordance with applicable law and the Parent Charter Documents, shall take all necessary action (which action may include the resignation of existing directors) to cause the Board of Directors of Parent, as of the Effective Time, to appoint each of Xxxxxxx Xxxxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxxxxx Xxxxxxxxx, Xxxxx Xxxx and Xxxxx Xxxxxx as directors of Parent.
Parent Board of Directors. As soon as practicable after the Effective Time, Parent shall use reasonable efforts to nominate and appoint (i) Xxxxxx X. Xxxxxx, or such other nominee designated by the Company, to Class I of its Board of Directors to serve until the annual meeting of stockholders to be held in 1999 and (ii) Xxxxx X. Xxxxxx, or such other nominee designated by the Company, to Class II of its Board of Directors to serve until the annual meeting of stockholders to be held in 2000.
Parent Board of Directors. Effective at the Effective Time, Parent shall increase the size of its Board of Directors by adding three directorships and elect Mr. S. Jay Xxxxxxx xxx two other current directors of the Company to be mutually agreed by the Company and Parent.
Parent Board of Directors. All actions necessary in order for the ------------------------- New Directors to become members of the Parent Board of Directors upon the Effective Time shall have occurred, and, if such actions included an amendment to Parent's Bylaws, such amendment shall have been approved at the Parent Stockholders' Meeting and shall be substantially as described in Section 5.12.
Parent Board of Directors. Parent shall take all necessary action to cause, as of the Effective Time, Xxxxx X. Xxxxxx to be appointed Chairman of the Parent Board, entitled to receive compensation for such services in accordance with Parent’s policies for director compensation.
Parent Board of Directors. Parent shall have taken all actions necessary so that effective as of the Effective Time (i) the size of the Board of Directors of Parent shall be increased from five to eight directors and (ii) the Company Designees shall be elected as members of the Board of Directors of Parent filling the three vacancies created by the increase in the size of the Parent Board of Directors, to serve until the next annual meeting of the stockholders of Parent and until their successors are duly elected and qualified or their earlier death, resignation or removal.
Parent Board of Directors. At the Effective Time, Parent shall cause one then existing member of the Company’s board of directors (selected by the Company and reasonably acceptable to Parent) to be elected to the board of directors of Parent.
Parent Board of Directors. All actions necessary in order for the New Directors nominated solely by the Company (and if a third nominee is mutually agreed and accepts such nomination, such jointly nominated New Director) to become members of the Parent Board of Directors, and to adopt the Parent Bylaw Amendment and to effect the Parent Appointment Confirmation, upon the Effective Time shall have occurred.
Parent Board of Directors. (a) PARENT shall take all necessary steps such that at Closing the Board of Directors of PARENT and of ACQUISITION CORP. each initially shall consist of eight (8) persons, at least four (4) of whom shall be "independent directors" within the meaning of applicable rules and regulations of the SEC and the American Stock Exchange, as follows:
