Phone Board and Officers. (a) The Board of Directors of Phone shall take all action necessary so that effective as of the Effective Time, the Board of Directors of Phone consists of six members, three (3) of whom are members of the current Phone Board of Directors designated by Phone (the "Phone Designees") and three (3) of whom are members of the current Xxxxxxxx.xxx Board of Directors designated by Xxxxxxxx.xxx (the "Xxxxxxxx.xxx Designees") and that each of the three (3) classes of Phone Directors includes one Phone Designee and one Xxxxxxxx.xxx Designee. (b) The Board of Directors of Phone will take all necessary action to appoint, effective as of the Effective Time, (i) Xxxxxx X. Xxxxxxx to the position of President and Chief Executive Officer of Phone, (ii) Xxxxx Xxxxxxxx to the position of Executive Vice President and Chairman of the Board of Directors of Phone, (iii) Xxxx X. XxxXxxxxxx to the position of Executive Vice President of Phone and (iv) Xxxx X. Black to the position of Chief Financial Officer of Phone. Phone shall take all action necessary to elect such additional members of management and executive officers of Phone as the Board of Directors of Phone may determine.
Appears in 3 contracts
Samples: Merger Agreement (Phone Com Inc), Merger Agreement (Phone Com Inc), Merger Agreement (Software Com Inc)
Phone Board and Officers. (a) The Board of Directors of Phone shall take all action necessary so that effective as of the Effective Time, the Board of Directors of Phone consists of six members, three (3) of whom are members of the current Phone Board of Directors designated by Phone (the "Phone Designees") and three (3) of whom are members of the current Xxxxxxxx.xxx Board of Directors designated by Xxxxxxxx.xxx (the "Xxxxxxxx.xxx Designees") and that each of the three (3) classes of Phone Directors includes one Phone Designee and one Xxxxxxxx.xxx Designee.
(b) The Board of Directors of Phone will take all necessary action to appoint, effective as of the Effective Time, (i) Xxxxxx X. Xxxxxxx to the position of President and Chief Executive Officer of Phone, (ii) Xxxxx Xxxxxxxx to the position of Executive Vice President and Chairman of the Board of Directors of Phone, (iii) Xxxx X. XxxXxxxxxx to the position of Executive Vice President of Phone and (iv) Xxxx X. Black to the position of Chief Financial Officer of Phone. Phone shall take all action necessary to elect such additional members of management and executive officers of Phone as the Board of Directors of Phone may determine.
Appears in 1 contract
Samples: Merger Agreement (Software Com Inc)