Common use of Post-Closing Directors and Officers Clause in Contracts

Post-Closing Directors and Officers. (a) Parent shall take all such action within its power as may be necessary or appropriate such that effective immediately after the Effective Time (i) the Parent Board shall initially consist of five (5) directors; (ii) the members of the Parent Board are the individuals determined in accordance with Section 5.16(b), Section 5.16(c) and Section 5.16(d); (iii) the members of the compensation committee, audit committee and nominating committee of the Parent Board are the individuals determined in accordance with Section 5.16(e); and (iv) the officers of Parent are the individuals determined in accordance with Section 5.16(f). (b) Parent shall designate three (3) individuals to serve as a director on the Parent Board immediately after the Effective Time. (c) VSee shall designate one individual to serve as a director on the Parent Board immediately after the Effective Time. (d) iDoc shall designate one individual to serve as a director on the Parent Board immediately after the Effective Time. (e) Immediately after the Effective Time, the individuals designated by Parent and the Company Parties shall serve on the committee(s) of the Parent Board. (f) Immediately after the Effective Time, the individuals designated by Parent and the Company Parties shall be the officers of Parent.