Common use of Articles of Incorporation and Bylaws; Directors and Officers Clause in Contracts

Articles of Incorporation and Bylaws; Directors and Officers. Upon the Effective Time: (i) the Articles of Incorporation of Sub shall continue as the Articles of Incorporation of the Surviving Corporation; (ii) the Bylaws of Sub shall continue as the Bylaws of the Surviving Corporation; (iii) The directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAG.

Articles of Incorporation and Bylaws; Directors and Officers. Upon Unless the parties agree otherwise prior to the Effective Time: (ia) the Articles of Incorporation of Sub the Subsidiary shall continue as the Articles of Incorporation of the Surviving Corporation; (iib) the Bylaws of Sub the Subsidiary shall continue as the Bylaws of the Surviving Corporation; (iiic) The the directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAG.the individuals identified on Exhibit B.

Articles of Incorporation and Bylaws; Directors and Officers. Upon Unless the parties agree otherwise prior to the Effective Time: (ia) the Articles of Incorporation of Sub the Subsidiary shall continue as the Articles of Incorporation of the Surviving Corporation; (iib) the Bylaws of Sub the Subsidiary shall continue as the Bylaws of the Surviving Corporation; (iiic) The the directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAG.the individuals identified on Exhibit C.

Articles of Incorporation and Bylaws; Directors and Officers. Upon Unless the parties agree otherwise prior to the Effective Time: (ia) the Articles of Incorporation of Sub the Subsidiary shall continue as the Articles of Incorporation of the Surviving Corporation; (iib) the Bylaws of Sub the Subsidiary shall continue as the Bylaws of the Surviving Corporation;; and (iiic) The the directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAG.the individuals identified on Exhibit C.

Articles of Incorporation and Bylaws; Directors and Officers. Upon Unless the parties agree otherwise prior to the Effective Time: (ia) the Articles of Incorporation of Sub the Subsidiary shall continue as the Articles of Incorporation of the Surviving Corporation; (iib) the Bylaws of Sub the Subsidiary shall continue as the Bylaws of the Surviving Corporation; (iiic) The the directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAG.the individuals identified on Exhibit C; and (d) as soon as practicable after the Closing Date, the name of the Surviving Corporation shall be changed to Software Manufacturing Group, Inc.

Articles of Incorporation and Bylaws; Directors and Officers. Upon Unless the parties agree otherwise prior to the Effective Time: (ia) the Articles of Incorporation of Sub the Subsidiary shall continue as the Articles of Incorporation of the Surviving Corporation; (iib) the Bylaws of Sub the Subsidiary shall continue as the Bylaws of the Surviving Corporation; (iiic) The the directors and officers of the Surviving Corporation immediately after the Effective Time shall be selected by SAGthe individuals identified on Exhibit C; and (d) the Surviving Corporation shall change its named to PhySource Ltd. promptly after the Closing.