Initial Officers and Directors Sample Clauses

Initial Officers and Directors. The initial officers of the Holding Company shall be the following persons, each of whom shall hold the offices and have the titles indicated opposite their respective names, and shall serve in such capacities until the first annual meeting of the Board of Directors of the Holding Company held after the first annual meeting of the stockholders of the Holding Company, or until his or her earlier death or resignation, or until such later time as may be specified in a written Employment Agreement with such person, and until his or her respective successor shall have been duly elected and qualified: NAME OFFICES AND TITLES --------------------- ----------------------------------------------------------------------------------------------- Xxxx X. Xxxxxxxxx Chairman of the Board Xxxxxxx X. Clineberg Vice Chairman of the Board Xxxx X. Xxxxxx President and Chief Executive Officer Xxxxxx Xxxxxxxx Senior Vice President, Secretary & General Counsel Xxxxx Xxxxxxxx Senior Vice President, Chief Financial Officer and Treasurer Xxxxx X. Xxxxxxx Senior Vice President -- Franchise Development Xxxxx X. Xxx Senior Vice President -- Retail Operations Xxxxxxx X. Xxxxx Vice President -- Precision Auto Wash Operations Xxxx X. Xxxxxxxxx Vice President -- Communications Xxxx X. Xxxxx Vice President -- Precision Auto Wash Development Xxxx Xxxxxxxx Vice President -- Precision Auto Care and Precision Lube Express Operations Xxxxx Xxxxxxx Vice President -- Controller Xxxxx Xxxxxxxxx Vice President Xxxx X. Xxxxxxxxxx Vice President -- Precision Auto Care M&D Xxxxx Xxxxxx Vice President -- Franchise Sales Notwithstanding anything contained in the Articles of Incorporation or the Bylaws which may be inconsistent or to the contrary, none of the persons named herein to serve as an initial officer of the Holding Company shall be removed from any such office prior to the closing of the IPO except with the prior written approval of each of the parties to this Agreement. The parties have agreed that the initial Board of Directors of the Holding Company shall consist of thirteen (13) directors, of which the WE JAC Group shall have the right to designate seven (7) directors, the Ohio Group shall have the right to designate five (5) directors and the Rocky Mountain Group shall have the right to designate one (1) director. Consistent with the foregoing, the parties agree that the initial directors of the Holding Company shall be the following persons, each of whom shall be appointed to the Class o...
Sample 1
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Initial Officers and Directors. The initial officers of the Holding Company shall be the following persons, each of whom shall hold the offices and have the titles indicated opposite their respective names, and shall serve in such capacities until the first annual meeting of the Board of Directors of the Holding Company held after the first annual meeting of the stockholders of the Holding Company, or until his or her earlier death or resignation, or until such later time as may be specified in a written Employment Agreement with such person, and until his or her respective successor shall have been duly elected and qualified: Name Offices and Titles ---- ------------------
Sample 1

Related to Initial Officers and Directors

  • Officers and Directors No person is serving or acting as an officer, trustee or investment adviser of the Fund except in accordance with the provisions of the 1940 Act and the Rules and Regulations and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the rules and regulations of the Commission promulgated under the Advisers Act (the “Advisers Act Rules and Regulations”). Except as disclosed in the Registration Statement, each preliminary prospectus and the Prospectus (or any amendment or supplement to any of them), no trustee of the Fund is (A) an “interested person” (as defined in the 0000 Xxx) of the Fund or (B) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter.

  • Officers and Directors of the Surviving Corporation (a) From and after the Effective Time, the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation, each to hold office until their respective successors shall have been duly elected, designated or qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and bylaws of the Surviving Corporation.

  • Duties of Officers and Directors Except as otherwise specifically provided in this Agreement, the duties and obligations owed to the Company and to the Board of Directors by the Officers of the Company and by members of the Board of Directors of the Company shall be the same as the respective duties and obligations owed to a corporation organized under the Delaware General Corporation Law by its officers and directors, respectively.

  • Officers and Directors of Surviving Corporation The officers and directors of Merger Sub shall be the officers and directors of the Surviving Corporation, until the earlier of their resignation or removal or otherwise ceasing to be an officer or director or until their respective successors are duly elected and qualified, as the case may be.

  • Resignation of Officers and Directors The Company shall use all reasonable efforts to obtain and deliver to Parent prior to the Closing the resignation of each officer and director of the Company.

  • Resignations of Officers and Directors The Sellers shall have delivered to Purchaser the resignations of all current officers and directors of the Company, effective as of the Closing Date.

  • Directors and Executive Officers The corporation shall indemnify its directors and executive officers (for the purposes of this Article XI, “executive officers” shall have the meaning defined in Rule 3b-7 promulgated under the 0000 Xxx) to the extent not prohibited by the DGCL or any other applicable law; provided, however, that the corporation may modify the extent of such indemnification by individual contracts with its directors and executive officers; and, provided, further, that the corporation shall not be required to indemnify any director or executive officer in connection with any proceeding (or part thereof) initiated by such person unless (i) such indemnification is expressly required to be made by law, (ii) the proceeding was authorized by the Board of Directors of the corporation, (iii) such indemnification is provided by the corporation, in its sole discretion, pursuant to the powers vested in the corporation under the DGCL or any other applicable law or (iv) such indemnification is required to be made under subsection (d).

  • Initial Officers The initial Officers shall take office upon the execution of this Agreement by the Member and shall be: Jose Lynch President Eddie Parades Senior Vice Presidenx xx Xxxxxtions John King Chief Financial Officer Roland Rapp Secretxxx

  • Indemnification of Officers and Directors (a) From the Effective Time through the sixth (6th) anniversary of the date on which the Effective Time occurs, each of Parent and the Surviving Corporation, jointly and severally, shall indemnify and hold harmless each person who is now, or has been at any time prior to the date hereof, or who becomes prior to the Effective Time, a director, officer, fiduciary or agent of Parent or the Company and their respective Subsidiaries, respectively (the “D&O Indemnified Parties”), against all claims, losses, liabilities, damages, judgments, fines and reasonable fees, costs and expenses, including attorneys’ fees and disbursements, incurred in connection with any claim, action, suit, proceeding or investigation, whether civil, criminal, administrative or investigative, arising out of or pertaining to the fact that the D&O Indemnified Party is or was a director, officer, fiduciary or agent of Parent or of the Company, whether asserted or claimed prior to, at or after the Effective Time, in each case, to the fullest extent permitted under applicable Law. Each D&O Indemnified Party will be entitled to advancement of expenses incurred in the defense of any such claim, action, suit, proceeding or investigation from each of Parent and the Surviving Corporation, jointly and severally, upon receipt by Parent or the Surviving Corporation from the D&O Indemnified Party of a request therefor; provided that any such person to whom expenses are advanced provides an undertaking to Parent, to the extent then required by the DGCL, to repay such advances if it is ultimately determined that such person is not entitled to indemnification.

  • Officers, Directors and Employees JML has one officer and director, namely Xxxxx Polos, and has no employees.

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