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Integration Committee Sample Clauses

Integration Committee. For a minimum of two (2) years following the Closing, the Company Board shall have an Integration Committee comprised of Xxxxxx Xxxxx, Xxxxxx Xxxxx and Xxxx X. Xxxxxx, which shall serve as an advisory committee to management to provide input in connection with the post-Closing integration of Impax and Amneal and shall not be entitled to take any other action on behalf of the Company Board.
Integration Committee. Parent and the Company shall create a transition team and transition steering committee comprised of adequate management and senior executives, respectively, from both Parent and the Company to examine various alternatives regarding the manner in which to best integrate the businesses of the Company and Parent after the Effective Time, subject to applicable Law.
Integration CommitteePromptly following execution of this Agreement, the parties shall establish a transition planning team (the “Integration Committee”). Subject to applicable law, the Integration Committee shall be responsible for facilitating a transition and integration planning process to ensure the successful combination of the operations of Anthem and Cigna after the Closing. Subject to applicable law, the Integration Committee shall be responsible for developing, and monitoring the development of, and deliverables due under, an action plan for the combination of the businesses.
Integration Committee. Parent recognizes that the Company has a talented group of officers and employees that will be important to the future growth of the combined companies. In recognition of the foregoing, promptly after the date hereof, the parties will establish an integration committee composed of senior executive officers of both Parent and the Company, as mutually selected by Parent's and the Company's Chief Executive Officers, which will have direct access to Parent's Chief Executive Officer or his designee or designees principally responsible for integration matters relating to the Merger and will be responsible for proposing alternatives and recommendations regarding the matters and issues arising in connection with the integration of the two companies and their respective businesses, assets and organizations.
Integration Committee. The Integration Committee is a permanent body of the EAEC. 1. The main tasks of the Integration Committee are to: ensure coordinated action between the EAEC bodies; prepare proposals regarding the agendas of meetings of the Interstate Council and the level of participating officials, and prepare also draft resolutions and documents; prepare proposals regarding formation of the EAEC Budget and control its implementation; control the enforcement of resolutions of the Interstate Council. In order to fulfil its tasks the Integration Committee shall: make decisions to the extent of its authority as defined hereunder or delegated to it by the Interstate Council; annually present to the Interstate Council a status report on the Community affairs and the progress of implementation of its objectives and tasks, a progress report regarding its own activity, and regarding the implementation of the Budget of the EAEC; consider measures aimed at attaining the objectives of the Community, including making appropriate agreements and maintaining a uniform policy on specific issues for the Contracting Parties, and prepare corresponding proposals; retain the right to submit recommendations to the Interstate Council, submit recommendations and requests to the Inter-Parliamentary Assembly, and inquiries to the Community Court. 2. The Integration Committee shall include deputy heads of the governments of the Contracting Parties. Chairman of the Integration Committee shall take part in the meetings of the Interstate Council. Meetings of the Integration Council shall be held at least once every three months. In between the meetings of the Integration Committee, day-to-day functioning of the Community will be supported by an EAEC Commission of Permanent Representatives of the Contracting Parties appointed by the heads of state of the Member-States. 3. Organization of work and information and technical support for the Interstate Council and the Integration Committee shall be the responsibility of the Secretariat of the Integration Committee (the "Secretariat"). The Secretariat shall be led by its General Secretary to be appointed by the Interstate Council based on the Integration Committee's recommendation for a term of three years. The General Secretary is the chief administrator of the Community, who participates in the meetings of the Interstate Council and the Integration Committee. The Secretariat shall be formed of citizens of the Member-States on quota basis prorated for the...
Integration Committee. (a) On and from the date of this deed up to and including the Implementation Date, the parties agree to establish a committee (Integration Committee) initially comprising of the following individuals: (i) as representatives of BTH: Xxx Xxxx, Xxxxx Xxxxxxxxx, Xxxxx Xxxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxxxxx and Xxxx Xxxx; and (ii) as representative of SPAC: Xxxxx Xxxxxxx. (b) The role of the Integration Committee will be to act as a forum for discussion and planning in respect of: (i) the performance of the business of BTH; (ii) implementation of the Transaction in accordance with this deed; (iii) matters related to integration planning, including employee retention and incentivisation, stakeholder engagement and communications, business operations and functions or processes; and (iv) the process referred to in clause 6.5. (c) The Integration Committee will meet not less than once every two weeks, commencing on the one-week anniversary of the date of this deed, and at such other times as agreed between the members of the Integration Committee from time to time. Meetings may be held via telephone or other forms of technology that provide representatives with an opportunity to participate. (d) The parties acknowledge and agree that: Xxxxxxx + Xxxxx page | 41 (i) the Integration Committee is a discussion and planning forum only, and the members of the Integration Committee do not have power to bind the other party or to give any consent, approval or waiver on behalf of such other party; (ii) nothing in this clause 6.7 or elsewhere in this deed requires a party to: (A) act at the direction of the other party or is intended to create a relationship of partnership, joint venture or similar between the parties; or (B) take any action that would reasonably be expected to conflict with or violate the entity’s constituent documents or any law; (iii) the respective businesses of SPAC and the BTH Group are to continue to operate independently until, and subject to, the implementation of either Transaction; and (iv) nothing in this clause 6.7 requires any of BTH’s representatives on the Integration Committee to do anything which would unduly interfere with their responsibilities to BTH and the ongoing conduct of BTH’s business.
Integration Committee. Upon execution of this Agreement, the Offeror and the Company shall set up a joint committee the purpose of which will be to organize and anticipate on all matters that will be necessary in order to ensure a smooth integration process (the “Integration Committee”). The list of the members of such Integration Committee and its specific functions and governance will be agreed upon by the Parties, being understood that each Party shall have an identical representation on such Integration Committee.
Integration CommitteeAs soon as practicable following the date hereof, Dynegy and Illinova will create an Integration Committee (the "INTEGRATION COMMITTEE") initially consisting of five members appointed by Dynegy and five members appointed by Illinova, the chairman of which shall initially be a senior Illinova manager, which will meet from time to time with respect to the planned integration of Illinova's and Dynegy's businesses after the Closing, including with respect to each company's power generation facilities, trading operations, petroleum liquids facilities or otherwise. The Integration Committee will have no authority to control, manage, operate or participate in the management of either Dynegy or Illinova, but will be advisory only. Each member of the Integration Committee will have responsibility only to the entity that appointed such member. To the extent not prohibited by applicable laws, regulations and licenses and permits, the Integration Committee and each member thereof will have access to the business, facilities and records of Dynegy or Illinova, as applicable, to the same extent granted to senior personnel employed by Dynegy or Illinova, as applicable. Illinova and Dynegy's employees will cooperate with members of the Integration Committee in obtaining such access and in promptly responding to all inquiries concerning such business, facilities and records. Access to a party's business, facilities and records by the individuals selected by the other party will be pursuant to existing procedures for access to such business, facilities and records. The Integration Committee will consult with the management of Illinova and Dynegy at regular intervals (but not less frequently than bi-monthly) concerning the progress of the proposed integration of the two companies' business and operations.
Integration Committee. Promptly after the date hereof, subject to applicable law, Parent will establish an Integration Committee chaired by an officer of Parent which will be composed of such employees of Parent and the Company as selected by Parent (subject to the agreement of the relevant employee) and such committee will be responsible for proposing alternatives and recommendations to Parent regarding the matters and issues arising in connection with the integration of the two companies and their respective businesses, assets and organizations.
Integration Committee. Promptly after signing, the Company, Principals, Principal Holdcos and Purchaser shall establish a transition planning team (the “Integration Committee”), comprised of individuals appointed by Purchaser and the Chief Executive Officer of the Company. Subject to applicable Law, the Integration Committee shall be responsible for facilitating a transition and integration planning process to ensure the successful transition of management of the operations of the Group Companies to Purchaser after the Closing, which may include the inclusion of various employees of Purchaser and its Affiliates into certain operational and management roles within the Group at the direction of the Integration Committee. Subject to applicable Law, the Integration Committee shall be responsible for developing, and monitoring the development of, an action plan for the integration of the Group into the business of Purchaser and its Affiliates, and between the date hereof and the Closing, shall be responsible for overseeing and directing the ongoing operations and management of the Company.