Common use of Board of Directors and Officers of the Surviving Corporation Clause in Contracts

Board of Directors and Officers of the Surviving Corporation. (a) The Chief Executive Officer of the Company shall be the sole director of the Surviving Corporation immediately after the Effective Time, and shall hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation until his successor is duly elected or appointed and qualified or until his earlier death, resignation or removal. (b) The Chief Executive Officer of the Company shall be the president, treasurer and secretary of the Surviving Corporation immediately after the Effective Time and shall hold such offices in accordance with the bylaws of the Surviving Corporation, in each case until his successor is duly appointed and qualified or until his earlier death, resignation or removal.

Appears in 2 contracts

Samples: Merger Agreement (Synageva Biopharma Corp.), Merger Agreement (Trimeris Inc)

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Board of Directors and Officers of the Surviving Corporation. (a) The Chief Executive Officer directors of Merger Sub immediately prior to the Company Effective Time shall be the sole director directors of the Surviving Corporation immediately after the Effective Time, and shall with each such director to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation Corporation, in each case until his or her successor is duly elected or appointed and qualified or until his or her earlier death, resignation or removal. (b) The Chief Executive Officer officers of Merger Sub immediately prior to the Company Effective Time shall be the president, treasurer and secretary officers of the Surviving Corporation immediately after the Effective Time and shall Time, with each such officer to hold such offices office in accordance with the bylaws of the Surviving Corporation, in each case until his or her successor is duly appointed and qualified or until his or her earlier death, resignation or removal.

Appears in 2 contracts

Samples: Merger Agreement (Accelrys, Inc.), Merger Agreement (Accelrys, Inc.)

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Board of Directors and Officers of the Surviving Corporation. (a) The Chief Executive Officer directors of the Company immediately prior to the Effective Time shall be the sole director directors of the Surviving Corporation immediately after the Effective Time, and shall hold office in accordance with the certificate articles of incorporation and bylaws association of the Surviving Corporation Corporation, in each case until his or her successor is duly elected or appointed and qualified or until his earlier death, resignation or removal. (b) The Chief Executive Officer officers of the Company immediately prior to the Effective Time shall be the president, treasurer and secretary officers of the Surviving Corporation immediately after the Effective Time and shall hold such offices in accordance with the bylaws of the Surviving Corporation, in each case until his or her successor is duly appointed and qualified or until his earlier death, resignation or removal.

Appears in 1 contract

Samples: Merger Agreement (Stemcells Inc)

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