Common use of CEO Search Committee Clause in Contracts

CEO Search Committee. As promptly as practicable following the execution of this Agreement, the Board shall take all necessary actions to form an ad hoc advisory CEO Search Committee (the “CEO Search Committee”) to lead and oversee the search for potential candidates for the role of the New CEO (the “CEO Search”) and recommend a candidate for the New CEO for approval by the full Board. The Board shall appoint M▇. ▇▇▇▇▇ to the CEO Search Committee, and the independent directors shall appoint the other members of the CEO Search Committee and determine its Chairperson. The CEO Search Committee will be provided with the resources and authority necessary for the CEO Search Committee to discharge its purpose, including to hire and direct the work of an executive search firm. The executive search firm selected by the CEO Search Committee must be agreed upon by a majority of the members of the CEO Search Committee. In conducting the CEO Search, the CEO Search Committee shall evaluate both internal and external candidates for the position of the New CEO. It is expressly agreed that none of Healios, D▇. ▇▇▇▇▇▇▇▇, or any Healios Replacement Director shall have any veto, consent or special voting rights with respect to the selection of the New CEO, which selection shall be made by the Board after considering the recommendations of the CEO Search Committee. During the Standstill Period, Healios, D▇. ▇▇▇▇▇▇▇▇, and any Healios Replacement Director agree that they shall not, and shall cause their respective Affiliates and Associates not to, make or cause to be made any public statement or announcement (including in any document or report filed or furnished to the SEC or through the press, media, analysts or other persons) regarding the search process for the New CEO or the candidates under consideration.

CEO Search Committee. As promptly as practicable following the execution of this Agreement, the Board shall take all necessary actions to form an ad hoc advisory CEO Search Committee (the “CEO Search Committee”) to lead and oversee the search for potential candidates for the role of the New CEO (the “CEO Search”) and recommend a candidate for the New CEO for approval by the full Board. The Board shall appoint M▇▇. ▇▇▇▇▇ to the CEO Search Committee, and the independent directors shall appoint the other members of the CEO Search Committee and determine its Chairperson. The CEO Search Committee will be provided with the resources and authority necessary for the CEO Search Committee to discharge its purpose, including to hire and direct the work of an executive search firm. The executive search firm selected by the CEO Search Committee must be agreed upon by a majority of the members of the CEO Search Committee. In conducting the CEO Search, the CEO Search Committee shall evaluate both internal and external candidates for the position of the New CEO. It is expressly agreed that none of Healios, D▇▇. ▇▇▇▇▇▇▇▇, or any Healios Replacement Director shall have any veto, consent or special voting rights with respect to the selection of the New CEO, which selection shall be made by the Board after considering the recommendations of the CEO Search Committee. During the Standstill Period, Healios, D▇▇. ▇▇▇▇▇▇▇▇, and any Healios Replacement Director agree that they shall not, and shall cause their respective Affiliates and Associates not to, make or cause to be made any public statement or announcement (including in any document or report filed or furnished to the SEC or through the press, media, analysts or other persons) regarding the search process for the New CEO or the candidates under consideration.