Board of Directors and Officers. The directors of Sub at the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers of the Surviving Corporation, in each case until their respective 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 3 contracts
Samples: Agreement and Plan of Merger (Prometheus Senior Quarters LLC), Agreement and Plan of Merger (Kapson Senior Quarters Corp), Agreement and Plan of Merger (Prometheus Senior Quarters LLC)
Board of Directors and Officers. The directors of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 ’s Certificate of Incorporation and Byby-laws.
Appears in 2 contracts
Samples: Agreement and Plan (Abraxis BioScience, Inc.), Agreement and Plan (Celgene Corp /De/)
Board of Directors and Officers. The directors of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal, in accordance with the Surviving Corporation's ’s Articles of Incorporation and By-laws.
Appears in 1 contract
Board of Directors and Officers. The directors of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 ’s Certificate of Incorporation and By-laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Empire Resources Inc /New/)
Board of Directors and Officers. The directors of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 articles of Incorporation organization and Byby-laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Yankee Candle Co Inc)
Board of Directors and Officers. The directors of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 ’s articles of Incorporation organization and Byby-laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Yankee Holding Corp.)
Board of Directors and Officers. The directors of Sub at and the officers of Sub in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 ’s certificate of Incorporation incorporation and By-lawsbylaws.
Appears in 1 contract
Samples: Agreement (Deltek, Inc)
Board of Directors and Officers. The directors managers of Sub at and the officers of the Company in office immediately prior to the Effective Time and Xxxxx Xxxxxx and Xxxx X. Xxxxxx shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and the officers of the Company shall be the officers officers, respectively, of the Surviving Corporation, in each case until their respective 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 ’s certificate of Incorporation incorporation and Byby-laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (APP Pharmaceuticals, Inc.)