Common use of Officers and Directors of Surviving Corporation Clause in Contracts

Officers and Directors of Surviving Corporation. The officers of Kerr-McGee as of the Effective Time shall be the officers of the Surviving Corporation, xxxxx xxx earlier of their resignation or removal or otherwise ceasing to be an officer or until their respective successors are duly elected and qualified, as the case may be. The directors of Kerr-McGee as of the Effective Time shall be the directors of the Surviving Corporation xxx xxx xnitial terms set forth on Exhibit 1.7 hereto, until the earlier of their resignation or removal or otherwise ceasing to be a director or until their respective successors are duly elected and qualified. The Surviving Corporation will take all action necessary to (i) add to the Board of Directors of the Surviving Corporation, effective the day following the Effective Time, Robert L. Keiser and the four other persons indicated on Exhibit 1.7 hereto who are not xxx xxxx xxx xxen employees of Oryx or its Subsidiaries and who are serving on the Oryx Board of Directors immediately prior to the Effective Time (or, if Mr. Keiser or any such person listed on Exhibit 1.7 hereto shall not be so serving on txx Xxxx Xxard of Directors immediately prior to the Effective Time or shall otherwise be unable to serve on the Board of Directors of the Surviving Corporation, Oryx shall be entitled to designate a substitute nominee from among the Oryx serving directors as of the date hereof, provided that such substitute nominee is not and has not been an employee of Oryx or its Subsidiaries and is serving on the Oryx Board of Directors immediately prior to the Effective Time), in each case for the initial terms set forth on Exhibit 1.7 hereto, and (ii) cause to be appointed promptly following the Effective Time: Luke R. Corbett as Chief Executive Officer of the Surviving Corporation and Robert L. Kxxxxx xx Xxxxxxan of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kerr McGee Corp), Agreement and Plan of Merger (Kerr McGee Corp)

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Officers and Directors of Surviving Corporation. The officers of KerrXxxx-McGee XxXxx as of the Effective Time shall be the officers of the Surviving Corporation, xxxxx xxx until the earlier of their resignation or removal or otherwise ceasing to be an officer or until their respective successors are duly elected and qualified, as the case may be. The directors of KerrXxxx-McGee XxXxx as of the Effective Time shall be the directors of the Surviving Corporation xxx xxx xnitial for the initial terms set forth on Exhibit 1.7 hereto, until the earlier of their resignation or removal or otherwise ceasing to be a director or until their respective successors are duly elected and qualified. The Surviving Corporation will take all action necessary to (i) add to the Board of Directors of the Surviving Corporation, effective the day following the Effective Time, Robert L. Keiser Xxxxxx X. Xxxxxx and the four other persons indicated on Exhibit 1.7 hereto who are not xxx xxxx xxx xxen and have not been employees of Oryx or its Subsidiaries and who are serving on the Oryx Board of Directors immediately prior to the Effective Time (or, if Mr. Keiser Xx. Xxxxxx or any such person listed on Exhibit 1.7 hereto shall not be so serving on txx Xxxx Xxard the Oryx Board of Directors immediately prior to the Effective Time or shall otherwise be unable to serve on the Board of Directors of the Surviving Corporation, Oryx shall be entitled to designate a substitute nominee from among the Oryx serving directors as of the date hereof, provided that such substitute nominee is not and has not been an employee of Oryx or its Subsidiaries and is serving on the Oryx Board of Directors immediately prior to the Effective Time), in each case for the initial terms set forth on Exhibit 1.7 hereto, and (ii) cause to be appointed promptly following the Effective Time: Luke R. Corbett Xxxx X. Xxxxxxx as Chief Executive Officer of the Surviving Corporation and Robert L. Kxxxxx xx Xxxxxxan Xxxxxx X. Xxxxxx as Chairman of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Oryx Energy Co), Agreement and Plan of Merger (Oryx Energy Co)

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