New Directors and Officers. At closing the purchase of Licensee's stock, any election of a new board of directors and officers of Licensee will not cause the cancellation, beach, acceleration, or any other material adverse change in terms of any contract or agreement to which Licensee is bound.
New Directors and Officers. Pubco shall deliver to the Company evidence of appointment of those new directors and officers as further described in Section 1.05, Section 3.03 and Section 4.05, respectively. Pubco shall have delivered to each new director an executed indemnification agreement in substantially the form attached hereto as Exhibit B. Pubco shall also have delivered to the Company a letter of resignation executed by the Pubco directors and officers set forth on Schedule 1.05 to be effective on or before the Closing Date.
New Directors and Officers. As of the Closing, XxXxxx and Xxxxxxxx, the current directors of Budget, shall have tendered their resignations, in writing, to Budget and two (2) nominees of XxXxxxxx shall have been elected or appointed in their place.
New Directors and Officers. Pubco shall deliver to the Company evidence of appointment of those new directors and officers as further described in Section 1.05, Section 3.02 and Section 4.05
New Directors and Officers. Pubco shall also have delivered to the Company letters of resignation executed by each of the Pubco directors and officers set forth on Schedule 1.05, to be effective on or before the Closing Date, and evidence of appointment of those new directors and officers set forth on Schedule 1.05.
New Directors and Officers. At the Initial Closing, the Stockholder shall deliver to SmarTalk written resignations of all of the directors and officers of the Company. On the date of the Initial Closing, the Stockholder shall cause a meeting of the Board of Directors of the Company to be held upon due notice or waiver thereof, at which the resignations of the respective officers and directors of the Company shall be accepted, effective immediately, and the vacancies created by such resignations thereupon shall be filled by the persons designated by SmarTalk.
New Directors and Officers. (a) Effective as of the Closing and subject to prior Exchange approval, the directors and officers of the Resulting Issuer will consist of:
New Directors and Officers. (a) Effective as of the Closing, the directors of the Resulting Issuer will consist of: Xxx Xxxxx (Chairman) Xxxx Xxxxxxxx Xx. Xxxxxx Xxxxxxxxx or such other persons as the Xanthic may nominate on Closing.
New Directors and Officers. On or before the Closing, but effective ten days following the Closing (“Director Effective Date”), or as soon thereafter as may be permitted by the rules and regulations promulgated by the Securities and Exchange Commission, or state or federal law, the Board of Red will appoint an individual designated by Venture to fill a vacancy on the Board to serve as director of Red from and after the Director Effective Date and, subsequent to such designation, the then-current member of the Board shall resign effective upon the Director Effective Date. On the Closing Date or as soon thereafter as practicable, Red shall file with the Securities and Exchange Commission (the “SEC”) and transmit to the stockholders of record of Red on such date the information required by Exchange Act Rule 14f-1 with regard hereto. Effective as of the Closing, the current officers of Red shall be replaced with individuals designated as officers by Venture.
New Directors and Officers. GCAN shall also have delivered to the Company letters of resignation executed by each of the GCAN officers set forth on Schedule 1.05 to be effective on or before the Closing Date, and evidence of appointment of those new directors and officers set forth on Schedule 1.05.
