Common use of Directors and Officers of Surviving Corporation Clause in Contracts

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified.

Appears in 6 contracts

Samples: Merger Agreement (Pinnacle Entertainment Inc), Merger Agreement (Pinnacle Entertainment Inc), Merger Agreement (St Louis Riverboat Entertainment Inc)

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Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at and the officers of the Company (other than those who Merger Sub determines shall not remain as officers of the Surviving Corporation), in each case, as of the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation or bylaws of the Surviving Corporation.

Appears in 5 contracts

Samples: Merger Agreement (Freescale Semiconductor Inc), Merger Agreement (Harland John H Co), Merger Agreement (Freescale Semiconductor Inc)

Directors and Officers of Surviving Corporation. The duly qualified and acting directors and officers of Merger Sub at Acquisition immediately prior to the Effective Time shall, from and after the Effective Time, of Merger shall be the initial directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedCorporation, to hold office as provided in the Bylaws of the Surviving Corporation.

Appears in 5 contracts

Samples: Agreement and Plan of Reorganization (Eselco Inc), Merger Agreement (Applied Power Inc), Merger Agreement (Zero Corp)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at as of the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation or bylaws of the Surviving Corporation.

Appears in 5 contracts

Samples: Merger Agreement (Emageon Inc), Merger Agreement (AMICAS, Inc.), Merger Agreement (Emageon Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation Corporation, until the earlier of their resignation or removal or otherwise ceasing to be a director or officer, as the case may be, or until their respective successors have been are duly elected or appointed and qualified, as the case may be.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Vanguard Cellular Systems Inc), Merger Agreement (Vanguard Cellular Systems Inc), Merger Agreement (At&t Corp)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation and shall hold office in accordance with the articles of incorporation and bylaws of the Surviving Corporation until their successors have been are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Euronav NV), Agreement and Plan of Merger (Euronav NV), Merger Agreement (Gener8 Maritime, Inc.)

Directors and Officers of Surviving Corporation. The At the Effective Time, the directors and officers of Merger Sub at the Effective Time shallSub, from and after as constituted immediately prior to the Effective Time, will be the initial directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedCorporation.

Appears in 3 contracts

Samples: Merger Agreement (CareDx, Inc.), Merger Agreement (CareDx, Inc.), Merger Agreement (CareDx, Inc.)

Directors and Officers of Surviving Corporation. The At the Effective Time, the directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed following the Merger, to hold office in accordance with the Surviving Corporation's bylaws and qualifiedapplicable law.

Appears in 3 contracts

Samples: Merger Agreement (Emons Transportation Group Inc), Merger Agreement (Arcadia Financial LTD), Merger Agreement (Arcadia Financial LTD)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation or bylaws of the Surviving Corporation.

Appears in 2 contracts

Samples: Merger Agreement (Hologic Inc), Merger Agreement (Gen Probe Inc)

Directors and Officers of Surviving Corporation. The directors of Acquisition Sub and the officers of Company in office immediately prior to the Effective Time shall be the directors and officers of Merger Sub at the Effective Time shall, from and after Surviving Corporation as of the Effective Time, be the initial and thereafter such directors and officers, respectively, officers shall serve in accordance with the by-laws of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified.

Appears in 2 contracts

Samples: Merger Agreement (Lockheed Martin Corp), Merger Agreement (Titan Corp)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from and after (a) At the Effective Time, be the initial directors of Merger Sub immediately prior to the Effective Time shall become the directors of the Surviving Corporation, each to hold office in accordance with the articles of incorporation and officers, respectively, bylaws of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified. (b) At the Effective Time, the officers of Merger Sub immediately prior to the Effective Time shall become the officers of the Surviving Corporation, each to hold office in accordance with the articles of incorporation and bylaws of the Surviving Corporation until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Market Leader, Inc.)

Directors and Officers of Surviving Corporation. The initial ----------------------------------------------- directors and officers of the Surviving Corporation shall be the directors of Merger Sub at the Effective Time shall, from and after immediately prior to the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Egghead Com Inc), Merger Agreement (Onsale Inc)

Directors and Officers of Surviving Corporation. The At the Effective Time, the directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed following the Merger, to hold office in accordance with the Surviving Corporation's Bylaws and qualifiedapplicable law.

Appears in 2 contracts

Samples: Merger Agreement (Sersys Acquisition Corp), Merger Agreement (Chase Manhattan Corp /De/)

Directors and Officers of Surviving Corporation. The From and after the Effective Time, the directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation, each to hold office in accordance with the terms of the Governing Documents of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedthe IBCL.

Appears in 2 contracts

Samples: Merger Agreement (Us 1 Industries Inc), Merger Agreement (Us 1 Industries Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from From and after the Effective Time, be the initial directors and officersofficers of the Surviving Corporation shall be the directors and executive officers of Merger Sub immediately prior to the Effective Time, respectively, each to hold office in accordance with the Organizational Documents of the Surviving Corporation until their respective successors shall have been duly elected elected, designated or appointed and qualified, or until their earlier death, resignation or removal in accordance with the Organizational Documents of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Cleveland Biolabs Inc)

Directors and Officers of Surviving Corporation. The directors of Merger Sub and the officers of the Company in office immediately prior to the Effective Time shall be the directors and officers of Merger Sub at the Effective Time shall, from and after Surviving Corporation as of the Effective Time, be the initial and thereafter such directors and officers, respectively, officers shall serve in accordance with the by-laws of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified.. ARTICLE

Appears in 1 contract

Samples: Merger Agreement (Titan Corp)

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Directors and Officers of Surviving Corporation. The initial directors and officers of the Surviving Corporation shall be the directors of Merger Sub at the Effective Time shall, from and after immediately prior to the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Flextronics International LTD)

Directors and Officers of Surviving Corporation. The At the Effective Time, the directors and officers of Merger Sub at the Effective Time shallSub, from and after as constituted immediately prior to the Effective Time, shall be the initial directors and officersofficers of the Surviving Corporation, respectivelyfor so long as provided under the ABCA, the articles of incorporation of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedthe bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Adamis Pharmaceuticals Corp)

Directors and Officers of Surviving Corporation. The directors and officers of the Surviving Corporation immediately after the Merger Sub at shall be the Effective Time shall, from directors and after officers of Buyer immediately prior to the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until such time as their successors have been shall be duly elected or appointed and qualified.

Appears in 1 contract

Samples: Merger Agreement (Amvescap PLC/London/)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from From and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation until their successors have been are duly elected or appointed and qualifiedqualified in accordance with applicable law, the directors and officers of MergerSub immediately prior to the Effective Time shall be the directors and officers of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Dgse Companies Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at as of immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, of the Surviving Corporation and shall hold office in accordance with the articles of incorporation and bylaws of the Surviving Corporation until their successors have been are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Appears in 1 contract

Samples: Merger Agreement (Gener8 Maritime, Inc.)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedimmediately thereafter.

Appears in 1 contract

Samples: Merger Agreement (Georgetown Bancorp, Inc.)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at immediately prior to the Effective Time shall, from and after the Effective Time, shall be the initial directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedCorporation.

Appears in 1 contract

Samples: Merger Agreement (Southern Missouri Bancorp Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, as of the Effective Time and by virtue of the Merger, become the directors and officers of the Surviving Corporation and shall hold office from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation Time until their respective successors have been are duly elected or appointed and qualified.

Appears in 1 contract

Samples: Merger Agreement (Maf Bancorp Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Effective Time shall, from From and after the Effective Time, be the initial directors and officersofficers of the Surviving Corporation shall be the directors and executive officers of Merger Sub immediately prior to the Effective Time, respectively, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation until their respective successors shall have been duly elected elected, designated or appointed qualified, or until their earlier death, resignation or removal in accordance with the certificate of incorporation and qualifiedbylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Keryx Biopharmaceuticals Inc)

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub at the Surviving Corporation immediately after the Effective Time shall, from of the Merger shall be the directors and after officers of the Acquisition Corporation prior to the Effective Time, be the initial directors and officers, respectively, Time of the Surviving Corporation until their successors have been duly elected or appointed and qualifiedMerger.

Appears in 1 contract

Samples: Merger Agreement (CMS Bancorp, Inc.)

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