Directors’ and Officers’ Indemnification. (a) The articles of incorporation and bylaws of the Surviving Corporation shall contain the provisions with respect to indemnification that are set forth, as of the date of this Agreement, in the articles of incorporation and bylaws of the Company, which provisions shall not be amended, repealed or otherwise modified for a period of six years from the Effective Time in any manner that would affect adversely the rights thereunder of individuals who at or at any time prior to the Effective Time were directors, officers, employees, fiduciaries or agents of the Company.
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (Retirement Care Associates Inc /Co/), Agreement and Plan of Merger and Reorganization (Sun Healthcare Group Inc), Agreement and Plan of Merger and Reorganization (Sun Healthcare Group Inc)
Directors’ and Officers’ Indemnification. (a) The articles certificate of incorporation and bylaws of the Surviving Corporation shall contain the provisions with respect to indemnification that are set forth, as of the date of this Agreement, in the articles certificate of incorporation and bylaws of the Company, which provisions shall not be amended, repealed or otherwise modified for a period of six years from the Effective Time in any manner that would affect adversely the rights thereunder of individuals who at or at any time prior to the Effective Time were directors, officers, employees, fiduciaries or agents of the Company.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (World Access Inc), Agreement and Plan of Merger (Hollywood Entertainment Corp), Agreement and Plan of Merger and Reorganization (Dura Pharmaceuticals Inc/Ca)
