Common use of Director Resignations Clause in Contracts

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.

Appears in 2 contracts

Samples: Merger Agreement (Avaya Inc), Merger Agreement (Radvision LTD)

AutoNDA by SimpleDocs

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 2 contracts

Samples: Merger Agreement (Dynamex Inc), Merger Agreement (Merix Corp)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time; and

Appears in 2 contracts

Samples: Merger Agreement (Dynamex Inc), Merger Agreement (Maine & Maritimes Corp)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Reverse Merger Effective Time;

Appears in 2 contracts

Samples: Merger Agreement (Seabulk International Inc), Merger Agreement (Seacor Holdings Inc /New/)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time, except Xxxx X. Xxxxxx;

Appears in 1 contract

Samples: Merger Agreement (MTS Medication Technologies, Inc /De/)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors (or other persons performing similar functions) of the Company and the Company Subsidiaries, or other evidence of their removal, Company's Subsidiaries effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Duane Reade Inc)

Director Resignations. Parent shall have received written resignation letters letters, to the extent requested in accordance with implementing Section 1.7, from each of the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Weight Watchers International Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board Board of directors Directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time;

Appears in 1 contract

Samples: Merger Agreement (Invision Technologies Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board Company Board and the boards of directors of the Company and the Company Subsidiaries, its Subsidiaries (or other evidence of their removalpersons performing similar functions), effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Ivillage Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and each of the Company Company’s Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.

Appears in 1 contract

Samples: Merger Agreement (Elbit Vision Systems LTD)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removalCompany, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time; and

Appears in 1 contract

Samples: Merger Agreement (Leucadia National Corp)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removalCompany, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Kronos Inc)

Director Resignations. Parent shall have received written resignation letters from each Each of the members of the respective board of directors of the Company and the Company SubsidiariesSubsidiaries shall have tendered to Parent resignation letters in form and substance reasonably satisfactory to Parent on or prior to the Closing, or other evidence of their removal, such resignations to be effective as of at the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time..

Appears in 1 contract

Samples: Merger Agreement (Cypress Communications Holding Co Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.;

Appears in 1 contract

Samples: Merger Agreement (STARLIMS Technologies LTD)

Director Resignations. Subject to the provisions of Section 1.6(a) above, Parent shall have received written resignation letters from each of the members member of the respective board Boards of directors Directors (or equivalent governing bodies) of the Company and (to the Company extent entitled to be appointed or removed by the Company) each of its Subsidiaries, or shall have received other evidence of their removalsuch Directors’ valid removal and replacement with individuals designated by Parent, in each case effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (CHS Inc)

AutoNDA by SimpleDocs

Director Resignations. Unless otherwise provided, Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and of the board of directors or board of managers, as the case may be, of the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Gentiva Health Services Inc)

Director Resignations. Unless otherwise provided, Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Effective Time;

Appears in 1 contract

Samples: Merger Agreement (Gentiva Health Services Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors director of the Company and the Company Subsidiaries, or other evidence of their removal, as contemplated pursuant to Section 6.13 effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Advance America, Cash Advance Centers, Inc.)

Director Resignations. Parent shall have received written resignation letters resignations in customary and mutually agreeable form (which written resignations shall be effective as of and at, and subject to, the Effective Time) from each of the members of the respective board of those directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as its Subsidiaries identified on Section 7.2(g) of the later of the Closing or the appointment of at least one Parent-nominated directorDisclosure Letter.

Appears in 1 contract

Samples: Merger Agreement (ExlService Holdings, Inc.)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board Board of directors Directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Fastentech Inc)

Director Resignations. Parent shall have received written resignation letters from each Each of the members of the respective board of directors of the Company and shall --------------------- have delivered to Parent a letter of resignation from the Company Subsidiaries, or other evidence Board of their removal, effective as Directors of the later of the Closing or the appointment of at least one Parent-nominated directorCompany.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Tut Systems Inc)

Director Resignations. Parent Each of the Acquired Companies shall have received written delivered to Parent signed letters of resignation letters from each of its directors pursuant to which each such director resigns from his or her position as a director and makes such resignation effective at or prior to the members of the respective board of directors of the Company and the Company Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Middleby Corp)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board Company Board and each of directors of the Company and the Company Subsidiaries, or other evidence of their removal, its Subsidiaries effective as of the later of the Closing or the appointment of at least one Parent-nominated directorEffective Time.

Appears in 1 contract

Samples: Merger Agreement (Atari Inc)

Director Resignations. Parent shall have received written resignation letters from each of the members of the respective board of directors of the Company and the Company its Subsidiaries, or other evidence of their removal, effective as of the later of the Closing or the appointment of at least one Parent-nominated director.Closing;

Appears in 1 contract

Samples: Merger Agreement (On Track Innovations LTD)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!