Common use of Director Resignations Clause in Contracts

Director Resignations. The Company shall provide Parent with a correct and complete list of the directors and officers of the Company and each of the Company Subsidiaries at least ten (10) Business Days prior to the Closing. The Company shall, at the direction of Parent, obtain and deliver to Parent at the Closing evidence reasonably satisfactory to Parent of the resignation, effective as of the Effective Time, of those directors of the Company or any Subsidiary of the Company designated by Parent to the Company in writing at least five (5) Business Days prior to the Closing.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (WEB.COM Group, Inc.), Merger Agreement (WEB.COM Group, Inc.), Merger Agreement (Xura, Inc.)

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Director Resignations. The Company shall provide Prior to the Closing, other than with respect to any directors identified by Parent with a correct and complete list of the directors and officers of in writing to the Company and each of the Company Subsidiaries at least ten (10) Business Days prior to the Closing. The Closing Date, the Company shall, at the direction of Parent, obtain and shall use its reasonable best efforts to deliver to Parent at the Closing evidence reasonably satisfactory to Parent resignations executed by each director of the resignationCompany (and, effective as to the extent requested by Parent, any director (or any equivalent) or each Subsidiary of the Company) in office immediately prior to the Effective Time, of those directors of which resignations shall be effective at the Company or any Subsidiary of the Company designated by Parent to the Company in writing at least five (5) Business Days prior to the ClosingEffective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (RMG Networks Holding Corp), Merger Agreement (Lionbridge Technologies Inc /De/)

Director Resignations. The Company shall provide Parent with a correct and complete list of To the directors and officers of the Company and each of the Company Subsidiaries at least ten (10) Business Days prior to the Closing. The Company shall, at the direction of Parent, obtain and deliver to Parent at the Closing evidence reasonably satisfactory to Parent of the resignation, effective as of the Effective Time, of those directors of the Company or any Subsidiary of the Company designated extent requested by Parent to the Company in writing at least five (5) Business Days prior to in advance of the Closing, the Company shall use its reasonable best efforts to deliver to Parent evidence reasonably satisfactory to Parent at the Closing of the resignation of the directors of the Company and its Subsidiaries (other than directors of the Subsidiaries of the Company whom Parent informs shall continue to serve in such capacities following the Effective Time), effective at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Sierra Oncology, Inc.), Merger Agreement (Mandiant, Inc.)

Director Resignations. The Company shall provide Parent with a correct and complete list of the directors and officers of the Company and each of its Subsidiaries as promptly as practicable after the Company Subsidiaries at least ten (10) Business Days prior to the Closingdate of this Agreement. The Company shall, at the direction of Parent, shall obtain and deliver to Parent at the Closing evidence reasonably satisfactory to Parent of the resignation, effective as of the Effective Time, of those directors of the Company or any Subsidiary of the Company designated by Parent to the Company in writing at least five (5) Business Days prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (TNS Inc)

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Director Resignations. The Company shall provide Parent with a correct and complete list of the directors and officers of the Company and each of the Company its Subsidiaries at least ten (10) 10 Business Days prior to the Closing. The Company shall, at the direction of Parent, shall obtain and deliver to Parent at the Closing evidence reasonably satisfactory to Parent of the resignation, effective as of the Effective Time, of those directors of the Company or any Subsidiary of the Company designated by Parent to the Company in writing at least five (5) Business Days prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (Premiere Global Services, Inc.)

Director Resignations. The Company shall provide Parent with a correct and complete list of the directors and officers of the Company and each of its Subsidiaries as promptly as practicable after the Company Subsidiaries at least ten (10) Business Days prior to the Closingdate of this Agreement. The Company shall, at the direction of Parent, shall use its reasonable best efforts to obtain and deliver to Parent at the Closing evidence reasonably satisfactory to Parent of the resignation, effective as of the Effective Time, of those directors of the Company or any Subsidiary of the Company designated by Parent to the Company in writing at least five three (53) Business Days prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (Affinity Gaming)

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