Common use of Director and Officer Resignations Clause in Contracts

Director and Officer Resignations. Prior to the Closing Date, unless Parent instructs the Company otherwise in writing, the Company shall use its reasonable best efforts to obtain the resignation of each individual serving as a director or officer of (or comparable position with) the Company and its Subsidiaries as of immediately following the Effective Time from his or her position as a director or officer of (or comparable position with) the Company and its Subsidiaries (and not as an employee, if applicable, of the Company or any of its Subsidiaries), which resignations shall be effective immediately following the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Bioceres Crop Solutions Corp.), Merger Agreement (Marrone Bio Innovations Inc)

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Director and Officer Resignations. Prior to On the Closing Date, unless Parent instructs the Company otherwise in writing, the Company shall use its reasonable best efforts cause to obtain be delivered to Parent duly executed resignations, effective as of the resignation Effective Time, of each individual serving as a director or officer member of (or comparable position with) the Board of Directors of the Company and its Subsidiaries as of immediately following each Company Subsidiary and, to the Effective Time from his or her position as a director or extent requested by the Parent, each officer of (or comparable position with) the Company and its Subsidiaries (each Company Subsidiary, and not shall take such other action as an employee, if applicable, of is necessary to accomplish the Company or any of its Subsidiaries), which resignations shall be effective immediately following the Effective Timeforegoing.

Appears in 2 contracts

Samples: Merger Agreement (Intelidata Technologies Corp), Merger Agreement (Corillian Corp)

Director and Officer Resignations. Prior to On the Closing Date, unless Parent instructs the Company otherwise in writing, the Company shall use its reasonable best efforts deliver to obtain the resignation of each individual serving as a director or officer of (or comparable position with) the Company and its Subsidiaries Parent duly executed resignations, effective as of immediately following the Effective Time from his or her position as a director or officer of (or comparable position with) the Company and its Subsidiaries (and not as an employee, if applicable, of the Company or any of its Subsidiaries), which resignations shall be effective immediately following the Effective Time, of each officer, each member of the Board of Directors of Company, and each member of the Board of Directors of each Subsidiary identified by Parent in writing to Company, provided that neither Xx. Xxxxxxxxxxx nor Xx. Xxxxxxx shall be requested to resign.

Appears in 2 contracts

Samples: Merger Agreement (Cpac Inc), Merger Agreement (Cpac Inc)

Director and Officer Resignations. Prior (a) Immediately prior to the Closing, unless otherwise determined by Parent, the Company shall provide to Parent letters of resignation, effective as of the Closing Date, unless Parent instructs the Company otherwise in writing, the Company shall use its reasonable best efforts to obtain the resignation of from each individual serving as a director or officer of (or comparable position with) the Company and its Subsidiaries as of immediately following the Effective Time from his or her position as a director or officer of (or comparable position with) the Company and its Subsidiaries (and not as an employee, if applicable, of the Company or any directors and officers of its Subsidiaries), which resignations shall be effective immediately following the Effective TimeCompany.

Appears in 1 contract

Samples: Merger Agreement (AOL Inc.)

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Director and Officer Resignations. Prior If requested in writing by Parent, the Company shall use reasonable best efforts to obtain and deliver to Parent prior to the Closing Date, unless Parent instructs in form reasonably satisfactory to Parent, resignations effective as of the Company otherwise in writing, the Company shall use its reasonable best efforts to obtain the resignation of Effective Time executed by each individual serving as a director or and officer of (or comparable position with) the Company and its Subsidiaries as of immediately following the Effective Time from his or her position as a director or officer of (or comparable position with) the Company and its Subsidiaries (and not as an employee, if applicable, of the Company or any of its Subsidiaries), which resignations shall be effective immediately following the Effective Timeso requested by Parent.

Appears in 1 contract

Samples: Business Combination Agreement (NeoGames S.A.)

Director and Officer Resignations. Prior to On the Closing Date, unless Parent instructs the Company otherwise in writing, the Company shall use its reasonable best efforts cause to obtain the resignation of each individual serving as a director or officer of (or comparable position with) the Company and its Subsidiaries be delivered to Parent duly executed resignations, effective as of immediately following the Effective Time from his or her position as a director or officer of (or comparable position with) the Company and its Subsidiaries (and not as an employee, if applicable, of the Company or any of its Subsidiaries), which resignations shall be effective immediately following the Effective Time, of each officer listed in Schedule 4.12 and each member of the Board of Directors of Company and each Subsidiary and shall take such other action as is necessary to accomplish the foregoing.

Appears in 1 contract

Samples: Merger Agreement (Fresh Brands Inc)

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