Common use of Officers and Directors Clause in Contracts

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving Corporation.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Gillette Co), Agreement and Plan of Merger (Procter & Gamble Co), Agreement and Plan of Merger (Pfizer Inc)

AutoNDA by SimpleDocs

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at and the Effective Time shall be the directors of the Surviving Corporation and (ii) the ---------------------- officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and By-Laws.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Gateway 2000 Inc), Agreement and Plan of Merger (Gateway 2000 Inc), Agreement and Plan of Merger (Advanced Logic Research Inc)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at and the Effective Time shall be the directors of the Surviving Corporation and (ii) the ---------------------- officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Articles and the Surviving Corporation's regulations.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (International Technology Corp), Agreement and Plan of Merger (Ohm Corp), Agreement and Plan of Merger (Ohm Corp)

Officers and Directors. From and after As of the Effective Time, until successors are duly elected or appointed the officers and qualified in accordance with applicable law, (i) the directors of the Merger Sub at Subsidiary shall become the Effective Time shall be the officers and directors of the Surviving Corporation and (ii) shall serve as such until the officers expiration of the Company at the Effective Time shall be the officers their term of the Surviving Corporationoffice or their earlier death, resignation or removal.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Boulder Specialty Brands, Inc.), Agreement and Plan of Merger (Xstream Beverage Network, Inc.)

Officers and Directors. From At and after the Effective Time, the officers and directors of Merger Sub shall be the officers and directors of the Surviving Entity until their respective successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, (i) the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation Entity’s articles of incorporation, bylaws and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving CorporationCorporations Act.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Energy Fuels Inc), Agreement and Plan of Merger (Uranerz Energy Corp.)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and By-Laws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wearnes Technology Pte LTD), Agreement and Plan of Merger (Koninklijke Philips Electronics Nv)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's certificate of incorporation and bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Unimed Pharmaceuticals Inc), Agreement and Plan of Merger (Solvay S a /Adr/)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at and the Effective Time shall be the directors of the Surviving Corporation and (ii) the ---------------------- officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Nellcor Puritan Bennett Inc), Agreement and Plan of Merger (Mallinckrodt Inc /Mo)

Officers and Directors. From and after the Effective Time, until their successors are duly elected or appointed and qualified in accordance with applicable lawLaw, (i) the directors of Merger Sub at immediately prior to the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time Merger Sub shall be the officers of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ict Group Inc), Agreement and Plan of Merger (Sykes Enterprises Inc)

Officers and Directors. From The directors of Merger Sub and the officers of Company Sub at the Acquisition Effective Time shall, from and after the Acquisition Effective Time, continue as the directors and officers, respectively, of the Surviving Corporation until their successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, (i) the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving Corporation's Certificate of Incorporation and Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Vdi Multimedia), Agreement and Plan of Merger (VMM Merger Corp)

Officers and Directors. From The directors and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors officers of Merger Sub at the Effective Time shall be shall, from and after the Effective Time, continue as the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and (ii) the officers of the Company at the Effective Time shall be the officers of qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pearson Merger Co Inc), Agreement and Plan of Merger (All American Communications Inc)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Theratx Inc /De/)

Officers and Directors. From The directors of Merger Sub and the officers of the Company immediately prior to the Effective Time will, from and after the Effective Time, continue as the directors and officers, respectively, of the Surviving Corporation until their successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, (i) the directors of Merger Sub at Charter and the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers Bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quest Diagnostics Inc)

Officers and Directors. From The directors and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors officers of Merger Sub at the Effective Time shall be become the directors and officers of the Surviving Corporation at and (ii) the officers as of the Company at the Effective Time shall be the officers (retaining their respective positions and terms of the Surviving Corporationoffice).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Atrix Laboratories Inc)

Officers and Directors. From The directors of Merger-Sub at the Effective Time, from and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation until their successors have been duly elected or appointed and (ii) qualified or until their earlier death, resignation, or removal in accordance with the Surviving Corporation's Articles of Incorporation and By-Laws. The officers of the Company Merger-Sub at the Effective Time shall shall, from and after the Effective Time, be the officers of the Surviving Corporation until their successors have been duly appointed or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bargo Energy Co)

AutoNDA by SimpleDocs

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporations Articles of Incorporation and By-Laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Intermagnetics General Corp)

Officers and Directors. From The directors and officers of Merger Sub immediately prior to the Effective Time will, from and after the Effective Time, continue as the directors and officers, respectively, of the Surviving Corporation until their successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, (i) the directors articles of Merger Sub at association of the Effective Time shall be Surviving Corporation. The names and addresses of the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving Corporation.are set forth on Exhibit B.

Appears in 1 contract

Samples: Merger Agreement (Ii-Vi Inc)

Officers and Directors. From The directors and officers of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, continue as the directors and officers, respectively, of the Surviving Corporation until their successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, (i) the directors of Merger Sub at Charter and the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving CorporationBylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nationsrent Companies Inc)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Articles of Incorporation and By-Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Philips Electronics N V)

Officers and Directors. From The officers and after directors of ---------------------- the Effective TimeCompany shall be the officers and directors of the Surviving Corporation following the Merger and until the earlier of their death, resignation or removal or until their respective successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall be the officers of the Surviving Corporationqualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Littlejohn Fund Ii L P)

Officers and Directors. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the The directors of Merger Sub at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of the Company at the Effective Time shall shall, from and after the Effective Time, be the officers directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Articles of Incorporation and Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Koninklijke Philips Electronics Nv)

Officers and Directors. From The directors and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors officers of Merger Sub at the Effective Time shall shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and (ii) the officers of the Company at the Effective Time shall be the officers of qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cross Continent Auto Retailers Inc M&l)

Officers and Directors. From The directors and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors officers of Merger Sub at the Effective Time shall shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and (ii) the officers of the Company at the Effective Time shall be the officers of qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and By-Laws and the DGCL.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ski LTD)

Officers and Directors. From The directors and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, (i) the directors officers of Merger Sub at the Effective Time shall shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and (ii) the officers of the Company at the Effective Time shall be the officers of qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Certificate of Incorporation and By-Laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Republic New York Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.