Managers, Directors and Officers. At the Effective Time of Contribution, the respective managers, directors and officers of each of the LLC, the Dynamic Subsidiaries and Advanced will be as noted on Exhibit 1.6 attached hereto, and will remain as such until their successors have been duly elected and qualified in accordance with applicable corporate law. Each party will use its best efforts to retain its managers, directors and/or officers, as the case may be, until the Merger is consummated.
Managers, Directors and Officers. Effective as of the Closing Date, Seller shall remove the managers, directors and officers of the Company, as applicable, or otherwise cause such managers, directors and officers to resign from the Company.
Managers, Directors and Officers. Schedule 4.23 lists all of the managers, directors and officers of the Company and each Subsidiary as of the Closing Date.
Managers, Directors and Officers. (a) At the applicable Blocker Effective Time, (i) an officer of Foresight appointed by the board of directors of Foresight shall be the sole manager of Surviving Sub-A, and (ii) an officer of Foresight appointed by the board of directors of Foresight shall be the sole manager of Surviving Sub-B, in each case, until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Organizational Documents of Surviving Sub-A or Surviving Sub-B, as applicable, and applicable Law. Prior to each Blocker Effective Time, each Blocker Owner shall remove any and all manager(s) of the applicable Blocker, effective as of immediately prior to the Blocker Effective Time.
Managers, Directors and Officers. At and after the Effective Time, the managers and officers of Nutritionals Merger Sub holding office immediately prior to the Effective Time shall be the managers and officers of the Nutritionals Surviving Entity, until their respective successors shall have been duly elected or appointed and qualified in accordance with the DLLCA, and the directors and officers of Holdings Merger Sub holding office immediately prior to the Effective Time shall be the directors and officers of the Holdings Surviving Entity, until their respective successors shall have been duly elected or appointed and qualified in accordance with the DGCL.
Managers, Directors and Officers. Subject to any requirement of Bankruptcy Court approval pursuant to section 1129(a)(5) of the Bankruptcy Code, and except as may otherwise be disclosed in the Disclosure Statement, on the Effective Date, the directors and officers who are identified in the Plan Supplement shall serve as the initial board of directors and officers of the Reorganized Debtors that are corporations. Pursuant to section 1129(a)(5), the Debtors will disclose in the Plan Supplement, on or prior to the Confirmation Date, the identity and affiliations of any Person proposed to serve on a Reorganized Debtor’s board of directors and, to the extent such Person is an Insider, the nature of any compensation for such Person. After the Effective Date, the corporate governance and management of the Reorganized Debtors shall be determined by the applicable board of managers or board of directors in accordance with the laws of the applicable state or country of organization.
Managers, Directors and Officers. As of the Effective Time, the directors and officers of Subsidiary immediately prior to the Effective Time shall be the directors and officers of the Surviving Corporation. Each director and officer of the Surviving Corporation shall hold office in accordance with the articles of incorporation and bylaws of the Surviving Corporation. At the Closing, the Company shall cause to be delivered to Subsidiary the written resignations of all of the managers and officers of the Company, which resignations shall be unconditional and effective as of the Closing Date (as defined in Section 6 below).
Managers, Directors and Officers. Schedule 4.20 lists all of the managers, directors and officers of the Company and each Subsidiary as of the date of this Agreement.
Managers, Directors and Officers. The manager(s), directors and officers of Target immediately prior to the Effective Time shall, from and after the Effective Time, be the managers, directors and officers, respectively, of the Surviving Company until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Articles of Organization and Operating Agreement of the Surviving Company.
Managers, Directors and Officers. Effective as of the Closing Date, Schlumberger US and Schlumberger Canada shall remove the managers, directors and officers of each of their respective Target Companies, as applicable, or otherwise cause such managers, directors and officers to resign from each of the Target Companies.
