Directors of Acquiror at Closing Sample Clauses

Directors of Acquiror at Closing. Simultaneously with the Closing of the transactions contemplated by this Agreement, the current directors of the Acquiror shall appoint Mr. Jingwei Kang and Ms. Amy Kong to fill the current vacancies on the Xxxxxxxx Xxxxx. Immediatexx xxxxxafter, Mr. Howard Chase, Mr. Emanuel Arbib and Mr. Gianni Bulgari, shall resigx xx xxxxxxxxx xf xxx Xxxxxxxx xxx the rxxxxxxxx xour directors of the Acquiror shall appoint Messrs. Bin Li, Zhou Li and Jason Kim to fill the resulting vacancies on the Acxxxxxx Bxxxx. Xrom axx xxxxx the Closing Date, the Acquiror Stockholders and the Company shall have the right, pursuant to the terms of the Stockholders Agreement, to designate Acquiror Nominees and Company Nominees, respectively, to serve on the Acquiror Board.
Sample 1
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Directors of Acquiror at Closing. Simultaneous with the Closing of the transactions contemplated by this Agreement, the Company Nominees shall be appointed to the Acquiror Board. From and after the Closing Date, the Acquiror Stockholders and the Company shall have the right, pursuant to the terms of the Voting Agreement, to designate Acquiror Nominees and Company Nominees, respectively, to serve on the Acquiror Board for a period of two (2) years.
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Directors of Acquiror at Closing. Simultaneously with the Closing of the transactions contemplated by this Agreement, the current directors of the Acquiror shall appoint Peter Wang and Ya Li as additional members of the Acquiror Board. Immexxxxxxx xxereafxxx, Gregory Konesky and Ehren Richardson shall resign as directors of the Xxxxxxxx xxx xxe remxxxxxx xxx xxxxxtors of the Acquiror shall appoint Charles Xue to fill one of the resulting vacancies on the Acquiror Boaxx.
Sample 1
Directors of Acquiror at Closing. Prior to the Closing, Acquiror shall hold a meeting of its stockholders at which the following individuals (the "Company Nominees") shall be considered for election to the Acquiror Board to take office if and when the Closing occurs: Gordon Fowler; Jeffrey Halloran; Graham Simmonds; Stephen Gesner and Xxxxx Xxxxx.
Sample 1
Directors of Acquiror at Closing. Simultaneously with the Closing of the transactions contemplated by this Agreement, the current directors of the Acquiror shall appoint Xxxxxx X. Xxxxx and Xxxxxx Xxxxx as additional members of the Acquiror Board. Immediately thereafter, Xxxxxxx Xxxxxx and Xxxxx Xxxxxx shall resign as directors of the Acquiror and the remaining two directors of the Acquiror shall appoint Xxxxxxx Xxxxx to fill one of the resulting vacancies on the Acquiror Board.
Sample 1
Directors of Acquiror at Closing. Simultaneously with the Closing of the transactions contemplated by this Agreement, the current directors of the Acquiror shall appoint Xxxx Xxxxx and Xxx Xxxx as additional members of the Acquiror Board. Immediately thereafter, B. Xxxx Xxxxxxxx and Xxxxxxx Xxxxxxx shall resign as directors of the Acquiror and the remaining two directors of the Acquiror shall appoint Xxx Xxx Jun to fill one of the resulting vacancies on the Acquiror Board. The Board will be unable to enter into any agreement or make any financial commitments without the written approval of Xxxx X. Xxxxx or his designee until all shares held in escrow by Xxxxxx X. Xxxxxxxxx, P.C.. have been released or this Agreement has been terminated. If this Agreement is terminated, the members of the Board will appoint B. Xxxx Xxxxxxxx to the Board and all other members will resign concurrently with appointing B. Xxxx Xxxxxxxx to the Board.
Sample 1
Directors of Acquiror at Closing. Simultaneously with the Closing of the transactions contemplated by this Agreement, Mr. Hsin shall appoint Alice Tzu-Hsia Hwang, Chien-Fang Wang, Kevin Chung-Chieh Lin, xxx Xxx-Xxxx Xxenx xx xxx Xxxxxxxx Xxxxx. Mx. Xxxx xxxxl xxxxxxxxntly resixx xx x xxrector.
Sample 1
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Related to Directors of Acquiror at Closing

  • Board of Directors of the Company (a) As of the Effective Date, the number of directors constituting the entire Board of Directors of the Company is seven, but the Board of Directors may increase its size to eight (8). Apollo (or any representative thereof designated by Apollo) shall be entitled, but not required, to nominate up to three (3) members to the Board of Directors (collectively, the "APOLLO NOMINEES") and the Company shall be entitled, but not required, to nominate the remaining members to the Board of Directors. One Apollo Nominee shall be classified as a Class I Director of the Company, one Apollo Nominee shall be classified as a Class II Director of the Company, and one Apollo Nominee shall be classified as a Class III Director of the Company.

  • Parent Board Section 3.3(a) ............31

  • Directors of the Company (a) Upon the Acceptance Date, Parent shall be entitled to designate such number of directors, rounded up to the next whole number, on the Board of Directors of the Company as is equal to the product obtained by multiplying the total number of directors on such Board (giving effect to the directors designated by Parent pursuant to this sentence) by the percentage that the number of shares of Company Common Stock purchased and paid for by Parent or Merger Sub pursuant to the Offer, plus any shares beneficially owned by Parent or its affiliates on the date of such purchase and payment, bears to the total number of shares of Company Common Stock then outstanding. On the expiration of any subsequent offering period (as provided by Rule 14d-11 under the Exchange Act), Parent shall be entitled to designate such number of directors, rounded up to the next whole number, on the Board of Directors of the Company as is equal to the product obtained by multiplying the total number of directors on such Board (giving effect to the directors designated by Parent pursuant to this and the immediately preceding sentence) by the percentage that the number of shares of Company Common Stock purchased and paid for by Parent or Merger Sub pursuant to the Offer (including, but not limited to, the number of shares purchased in any subsequent offering period), plus any shares beneficially owned by Parent or its Affiliates on the date of such purchase and payment in the subsequent offering period, bears to the total number of shares of Company Common Stock then outstanding. In furtherance of the rights and obligations set forth in the immediately foregoing two sentences, the Company shall, upon request of Parent, promptly increase the size of its Board of Directors, or it shall secure the resignations of such number of directors, or both, as is necessary to enable Parent's designees to be so elected to the Company's Board and, subject to Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder, shall cause Parent's designees to be so elected. At such time, the Company shall, if requested by Parent, also cause directors designated by Parent to constitute at least the same percentage (rounded up to the next whole number) as is on the Company's Board of Directors of each committee of the Company's Board of Directors. Notwithstanding the foregoing, if shares of Company Common Stock are purchased pursuant to the Offer, there shall be until the Effective Time at least two members of the Company's Board of Directors who are directors on the date hereof and are not employees of the Company.

  • Required Vote of the Company Stockholders The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers.

  • Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Company Board Section 2.3(a)........... 9

  • 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.

  • Directors of Surviving Corporation At the Effective Time of the Merger, the Board of Directors of the Surviving Corporation shall be comprised of the persons serving as directors of Merger Sub immediately prior to the Effective Time of the Merger. Such persons shall serve until the earlier of their resignation or removal or until their respective successors are duly elected and qualified.

  • Company Board Approval The Company Board has unanimously (i) determined that it is in the best interests of the Company and its stockholders, and declared it advisable, to enter into this Agreement and consummate the Merger upon the terms and subject to the conditions set forth herein; (ii) approved the execution and delivery of this Agreement by the Company, the performance by the Company of its covenants and other obligations hereunder, and the consummation of the Merger upon the terms and conditions set forth herein; and (iii) resolved to recommend that the Company Stockholders adopt this Agreement and approve the Merger in accordance with the DGCL (collectively, the “Company Board Recommendation”), which Company Board Recommendation has not been withdrawn, rescinded or modified in any way as of the date hereof.

  • Parent Vote Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will execute and deliver to Merger Sub and the Company a written consent approving the Merger in accordance with the DGCL.

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