Arrangements with Xxxxxxxx. Any CorePoint executive officers and directors who become officers, directors or employees or who otherwise are retained to provide services to Cavalier or the surviving entity following the closing of the merger, however, may enter into new individualized compensation arrangements and may participate in cash or equity incentive or other benefit plans maintained by Cavalier or the surviving entity. As of the date of this proxy statement, no compensation arrangements between such persons and Cavalier and/or its affiliates have been established. Pursuant to the merger agreement, our executive officers will serve as officers of the surviving entity immediately following the effective time until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the surviving entity’s certificate of limited partnership and limited partnership agreement and applicable law.
Arrangements with Xxxxxxxx. The CMBC Transaction constitutes a Class 1 transaction for Xxxxxxx'x under the current Listing Rules and is, therefore, as at the date of this announcement, conditional on Xxxxxxx'x shareholders passing a resolution approving the CMBC Transaction (the "Xxxxxxx'x Shareholder Approval Condition"). The CMBC Transaction is not subject to any other conditions. The Xxxxxxx'x Shareholder Approval Condition can be waived by Xxxxxxx'x (at its discretion) to take account of the fact that the Listing Rules, which are applicable to Xxxxxxx'x, are expected to change in the Summer of 2024 in a manner that would mean the Xxxxxxx'x Shareholder Approval Condition is no longer required for Class 1 transactions. If the UK Listing Rules are amended within an appropriately short time frame, the Xxxxxxx'x directors propose to waive the Xxxxxxx'x Shareholder Approval Condition. If the Listing Rules are not amended within an appropriately short time frame, the directors of Xxxxxxx'x will seek shareholder approval for the CMBC Transaction.
