Officers of Parent. The Chief Executive Officer of Parent shall continue to be the Chief Executive Officer of Parent following the Effective Time. Additional members of the senior management of Parent shall be designated prior to the Effective Time by the majority vote of a selection committee comprised of (a) the Chief Executive Officer of the Company or his designee, (b) the Chief Executive Officer of Parent or his designee and (c) one additional representative designated by Parent.
Officers of Parent. Prior to the Effective Time, Parent shall take all actions necessary to cause, effective as of the Effective Time, Xxxxxxx X. Xxxxxxxxx, Xx. to be appointed to serve as the chief executive officer of Parent, X. Xxxxxx Xxxxx to be appointed to serve as the chief financial officer of Parent, Xxxxxxx Xxxxxx to be appointed to serve as the chief integration officer of Parent, and Xxxxxxx Xxxxxxx to be appointed to serve as the head of the completions business unit of Parent. If, prior to the Effective Time, any individual to be appointed pursuant to the preceding sentence is unable or unwilling to serve as a member of executive management of Parent in the capacity set forth in this Agreement, then a substitute individual shall be selected by mutual agreement of Parent and the Company. Prior to the Effective Time, the Company and Parent shall take all actions necessary to cause, effective as of the Effective Time, the executive officers (other than the officers specified in the preceding sentences) of Parent and its Subsidiaries to be those individuals selected by the Chief Executive Officer of Parent on a merit basis, after consultation with the President and Chief Executive Officer of the Company and the Chief Financial Officers of the Company and Parent and without consideration of whether the persons selected serve as officers or employees of the Company or Parent prior to the Effective Time.
Officers of Parent. Prior to the Effective Time, Parent shall take all actions necessary to cause the officers of Parent as of and immediately following the Effective Time to be the individuals listed on Schedule 2.6 of the Parent Disclosure Letter, with each such individual holding the office or offices specified for such individual on Schedule 2.6 of the Parent Disclosure Letter. From and after the Effective Time, such officers shall serve until their resignation or removal from office by the Parent Board. Prior to the Effective Time, Parent shall take all actions necessary to cause the resignation or removal of each officer of Parent who will not be officer of Parent as of and after the Effective Time as provided in the first sentence of this Section 2.6 from all offices and other positions held by such person with Parent or any of its Subsidiaries, each such resignation or removal to be effective at the Effective Time.
Officers of Parent. Prior to the Closing, the Parent Board shall take all action necessary so that, as of the Effective Time, each of the individuals set forth on Exhibit C shall be appointed as an officer of Parent to hold the office set forth next to such individual’s name on Exhibit C (provided that if any such individual is unable to serve, a replacement officer shall be designated by the Company). Each of the individuals who is or becomes an officer of Parent as of the Effective Time in accordance with the foregoing shall continue to hold the applicable office of Parent until the earlier of his or her death, resignation or removal or the time at which his or her successor is duly elected or appointed and qualified pursuant to the certificate of incorporation and bylaws of Parent and applicable Law.
Officers of Parent. Xxxxxxx X. Xxxxxxxx and Xxxxxx Xxxxxxxxxx shall hold the position of Co-Chairmen of Parent, and they each shall also hold the position of Co-Chief Executive Officers of Parent. The Co-Chief Executive Officers of Parent shall appoint the senior management of Parent following the Effective Time.
Officers of Parent. Subject to the following sentence, the Company and Parent shall cooperate and take all action as is necessary to cause, effective as of the Effective Time, (i) Jxxxx Xxxxx, the current Chief Executive Officer of the Company, to serve as Chief Executive Officer of Parent, (ii) Lxxxx Xxxxx, the current Chief Executive Officer of Parent, to serve as President of Parent and (iii) such other individuals as mutually agreed by Parent and the Company to serve as the other officers of Parent, in each case to hold such office in accordance with the Parent Amended Bye-laws. If, as of the Effective Time, Jxxxx Xxxxx is unwilling or unable to serve as Chief Executive Officer of Parent as a result of his death, disability, disqualification, resignation or removal as Chief Executive Officer of the Company, then the Company and Parent shall cooperate and take all action as is necessary to cause, effective as of the Effective Time, Lxxxx Xxxxx to serve as Chief Executive Officer of Parent, to hold such office in accordance with the Parent Amended Bye-laws.
Officers of Parent. Immediately following the Effective Time, Parent shall take all action necessary to appoint the following persons as officers of Parent effective as of the Effective Time: Xxxxx Xxxxxxxx as Chief Executive Officer, Xxxx Xxxxxx as the President and Chief Operating Officer, and Xxxx Xxxxxxxx as the Chief Financial Officer. The employment of Xxxxx Xxxxxxxx as Chief Executive Officer after the Effective Time shall be governed by an employment agreement (the "Xxxxxxxx Employment Agreement") that shall provide for a term of one year and such other terms as shall be determined by the Parent Board and its Compensation Committee. The employment of Xxxx Xxxxxx as the President and Chief Operating Officer shall be governed by an employment agreement (the "Xxxxxx Employment Agreement") that shall provide for a term of three years and such other terms as shall be determined by the Parent Board and its Compensation Committee. The employment of Xxxx Xxxxxxxx as the Chief Financial Officer shall be governed by an amendment to his current employment agreement (the "Choucair Employment Agreement") on such terms as shall be determined by the Parent Board and its Compensation Committee. Section 5.21
Officers of Parent. Parent shall take all necessary actions so that, from and after the Effective Time, until their successors are duly elected or appointed and qualified in accordance with applicable Law, or until their earlier death, resignation or removal in accordance with the organizational documents of Parent, the officers of Parent shall be as set forth on Section 1.12(b) of the Parent Disclosure Schedule, including Jxxxx Xxxxxxxxx, the present Chief Executive Officer of Parent, as Chief Executive Officer.
Officers of Parent. 43 (d) Parent Board Committees...................................................43 (e) Corporate Headquarters....................................................43 6.12. Expenses..........................................................................43 6.13. Indemnification; Directors' and Officers' Insurance...............................................................44 6.14. Other Actions by the Company and Parent...........................................45 (a) Takeover Statute..........................................................45 (b) Dividends.................................................................46
Officers of Parent. From and after the Effective Time, the Chairman and Chief Executive Officer of Parent shall be Alan X. Xxxx xxx the President and Chief Operating Officer of Parent shall be Davix X.
