Common use of Director and Officer Resignations Clause in Contracts

Director and Officer Resignations. At the Closing, the Company shall deliver to Parent evidence reasonably satisfactory to Parent of the resignation of the directors and officers, in their capacities as such, of the Company and its Subsidiaries (other than directors of the Subsidiaries whom Parent determines shall continue to serve in such capacities following the Effective Time), effective at the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (True Wind Capital, L.P.), Agreement and Plan of Merger (Zix Corp), Agreement and Plan of Merger (Open Text Corp)

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Director and Officer Resignations. At the ClosingIf requested in writing by Parent, the Company shall obtain and deliver to Parent evidence at the Closing, in form reasonably satisfactory to Parent Parent, resignations effective as of the resignation Effective Time executed by each director and officer of the directors and officers, in their capacities as such, of the Company and its Subsidiaries (other than directors of the Subsidiaries whom Parent determines shall continue in office immediately prior to serve in such capacities following the Effective Time), effective at the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Front Yard Residential Corp), Agreement and Plan of Merger (Front Yard Residential Corp)

Director and Officer Resignations. At the Closing, the Company shall deliver to Parent evidence reasonably satisfactory to Parent of the resignation of the directors and officers, in their capacities as such, officers of the Company and its the Company Subsidiaries (other than directors of the Company and the Company Subsidiaries whom Parent determines shall continue to serve in such capacities following the Effective Time)) in their capacity as such, effective at the Effective Time.

Appears in 2 contracts

Samples: Tender and Support Agreement (NCR Corp), Tender and Support Agreement (JetPay Corp)

Director and Officer Resignations. At the Closing, the Company shall deliver to Parent evidence reasonably satisfactory to Parent of the resignation of the directors and officers, in their capacities as such, officers of the Company and its Subsidiaries (other than directors of the Subsidiaries whom Parent determines shall continue to serve in such capacities following the Effective Time), effective at the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Open Text Corp), Agreement and Plan of Merger (Carbonite Inc)

Director and Officer Resignations. At the ClosingAs requested by Parent, the Company shall deliver cause to be delivered to Parent evidence reasonably satisfactory prior to Parent of the resignation of the Closing resignations executed by directors and officers, in their capacities as such, officers of the Company and its Subsidiaries (other than directors of the Subsidiaries whom Parent determines shall continue Subsidiaries, in each case to serve in such capacities following the Effective Time), be effective at upon the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Littelfuse Inc /De), Agreement and Plan of Merger (Ixys Corp /De/)

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Director and Officer Resignations. At the Closing, the Company shall deliver to Parent evidence reasonably satisfactory to Parent of the resignation of the directors and officers, in their capacities as such, officers of the Company and its the Company Subsidiaries (other than directors of the Subsidiaries whom Parent determines shall continue to serve in such capacities following the Effective Time), together with written mutual releases of any and all claims against the Company and the Company Subsidiaries by such directors and officers and any and all claims against such directors and officers by the Parent, the Company and the Company Subsidiaries, effective at the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Counterpath Corp)

Director and Officer Resignations. At the Closingrequest of Parent, the Company shall deliver use reasonable best efforts to cause to be delivered to Parent evidence reasonably satisfactory to Parent of the resignation of the resignations executed by such directors and officers, in their capacities as such, officers of the Company and its Subsidiaries (other than directors of the Subsidiaries whom Company Subsidiaries, in each case specified by Parent determines shall continue at least three (3) days prior to serve in such capacities following the Effective Time)Closing Date, effective at upon the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Community Banks Inc)

Director and Officer Resignations. At the Closing, the Company shall deliver use its reasonable best efforts to cause to be delivered to Parent evidence a letter of resignation in a form reasonably satisfactory to Parent of the resignation from each of the directors and officers, officers (in their capacities as such, officers) of the Company and its the Company Subsidiaries (other than directors and officers of the Subsidiaries whom Parent determines shall continue to serve in such capacities following the Effective Time), effective at the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Volta Inc.)

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