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

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub MergerSub immediately prior to the Effective Time Time, shall be the initial directors and officers, respectively, of the Surviving Corporation, each to hold office in accordance with the terms of the certificate of incorporation and bylaws of Surviving Corporation and the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving CorporationDGCL.

Directors and Officers of Surviving Corporation. The At the Effective Time, the directors of Merger Sub as of immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with Corporation and the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub as of immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, in each case, to hold office in accordance with the bylaws Certificate of Incorporation and By-laws of the Surviving Corporation, as amended.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, in each to hold office in accordance with the bylaws of the Surviving Corporationcase until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The directors of the Company shall each resign effective immediately prior to the Effective Time. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws Bylaws of the Surviving Corporation. The officers of the Company shall each resign effective immediately prior to the Effective Time.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving CorporationCorporation immediately following the Effective Time, each to hold office in accordance with until the certificate earlier of incorporation their resignation or removal or until their successors are duly elected and bylaws of the Surviving Corporationqualified. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving CorporationCorporation immediately following the Effective Time, each to hold office in accordance with until the bylaws earlier of the Surviving Corporationtheir resignation or removal or until their successors are duly elected and qualified.

Directors and Officers of Surviving Corporation. (a) The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until the earlier of their resignation or removal or until their respective successors are duly elected or appointed and qualify in the manner provided in the Certificate of Incorporation and By-Laws of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation or as otherwise provided by law and bylaws of the Surviving Corporation. The officers of this Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving CorporationAgreement.

Directors and Officers of Surviving Corporation. The directors of Merger Sub II immediately prior to the Second Effective Time shall be the directors of Surviving Corporation from and after the Second Effective Time, each to hold office in accordance with the certificate of incorporation and the bylaws of Surviving Corporation. The officers of Merger Sub II immediately prior to the Second Effective Time shall be the officers of Surviving Corporation from and after the Second Effective Time, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. (a) ----------------------------------------------- The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers Corporation until the earlier of Merger Sub immediately prior to their resignation or removal or until their respective successors are duly elected or appointed and qualified, as the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporationcase may be.

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 the Surviving CorporationCorporation as of the Effective Time, each to hold office and thereafter such directors and officers shall serve in accordance with the certificate of incorporation and bylaws by-laws of the Surviving CorporationCorporation until their respective successors are duly elected or appointed and qualified. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.ARTICLE 3

Directors and Officers of Surviving Corporation. The directors Directors of Merger Sub immediately prior to the Effective Time shall be the directors initial Directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Organization and bylaws By-Laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the 5 initial officers of the Surviving Corporation, in each to hold office in accordance with the bylaws of the Surviving Corporationcase until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws Bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors Directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with Corporation and the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to at the Effective Time shall be the officers of the Surviving Corporationappointed by Parent, each to hold office in accordance with the bylaws Bxx Xxxxxxx serving as Chairman and Chief Executive Officer of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of ----------------------------------------------- Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of ------------------------------------------------ Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate Certificate of incorporation Incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub immediately prior to the Effective Time shall will be the initial directors and officers of the Surviving Corporation, each to hold office in accordance with the certificate Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of ----------------------------------------------- Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws by-laws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of ----------------------------------------------- Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall will be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall , and Xxxxxxxxxxx X. Xxxxxx, F. Xxxxxx Xxxxxxx III and Xxxxxxx X. Xxxxxx will be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation, in each case until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall and Anantakotiraju Vegexxx xxxll be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, except that Anantakotiraju Vegexxx xxxll hold the office of President and Chief Executive Officer and Ken XxXxxxxx xxxll hold the office of Vice President, Operations, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate Certificate of incorporation Incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws Articles of Incorporation and Bylaws of the Surviving Corporation.

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 the Surviving CorporationCorporation as of the Effective Time, each to hold office and thereafter such directors and officers shall serve in accordance with the certificate of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving CorporationCorporation until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors Directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with Corporation and the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to at the Effective Time shall be the officers of the Surviving Corporationappointed by Parent, each to hold office in accordance with the bylaws Xxx Xxxxxxx serving as Chairman and Chief Executive Officer of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with until the certificate earlier of incorporation their resignation or removal or until their successors are duly elected and bylaws of the Surviving Corporationqualified. The officers of Merger Sub immediately prior to at the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with until the bylaws earlier of the Surviving Corporationtheir resignation or removal or until their respective successors are duly elected and qualified.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws by-laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.Surviving

Directors and Officers of Surviving Corporation. (a) The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The officers Corporation until the earlier of Merger Sub immediately prior to their resignation or removal or until their respective successors are duly elected or appointed and qualified, as the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporationcase may be.

Directors and Officers of Surviving Corporation. The directors of Merger Sub Subsidiary immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub Subsidiary immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors Directors of Merger Sub immediately prior to the Effective Time shall be the directors initial Directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Organization and bylaws By-Laws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, in each to hold office in accordance with the bylaws of the Surviving Corporationcase until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall will be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation. The , and, except as determined by Parent or Merger Sub prior to the Effective Time, the officers of Merger Sub immediately prior to the Effective Time shall will be the initial officers of the Surviving Corporation, in each to hold office in accordance with the bylaws of the Surviving Corporationcase until their respective successors are duly elected or appointed and qualified or until their earlier death, resignation or removal.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be all of the directors and officers of the Surviving Corporation, each to hold office of whom shall serve in accordance with the bylaws Articles of Organization and Bylaws of the Surviving Corporation.

Directors and Officers of Surviving Corporation. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate Certificate of incorporation Incorporation and bylaws By-Laws of the Surviving Corporation. The , and the officers of Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, in each to hold office in accordance with the bylaws of the Surviving Corporationcase until their respective successors are duly elected or appointed and qualified.

Directors and Officers of Surviving Corporation. The directors and officers of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance together with the bylaws of the Surviving CorporationXxx X. Xxxx as a continuing director.

Directors and Officers of Surviving Corporation. The directors of ----------------------------------------------- Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate articles of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.