Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 10 contracts
Samples: V 7 Agreement and Plan of Merger (Cerplex Group Inc), Agreement and Plan of Merger (Schein Henry Inc), Agreement and Plan of Merger (Sullivan Dental Products Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate Articles of Incorporation or Byand by-Laws laws of the Surviving Corporation or as otherwise provided by law.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Vencor Inc), Agreement and Plan of Merger (Transitional Hospitals Corp), Agreement and Plan of Merger (Transitional Hospitals Corp)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate of Incorporation or and By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Tenet Healthcare Corp), Agreement and Plan of Merger (Ornda Healthcorp), Stockholder Voting Agreement (Ornda Healthcorp)
Directors and Officers of Surviving Corporation. (a) The At the Effective Time, the directors and officers of Sub at immediately prior to the Effective Time shall be the initial directors and officers, respectively, of the Surviving Corporation and shall following the Merger, to hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of accordance with the Surviving Corporation or as otherwise provided by Corporation's bylaws and applicable law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Arcadia Financial LTD), Agreement and Plan of Merger (Arcadia Financial LTD), Agreement and Plan of Merger (Emons Transportation Group Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate of Incorporation or and By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Acxiom Corp), Rights Agreement (May & Speh Inc), Agreement and Plan of Merger (Acxiom Corp)
Directors and Officers of Surviving Corporation. (a) The directors of Merger Sub at the Effective Time shall be become the initial directors of the Surviving Corporation and shall Corporation, to hold office from in accordance with the Effective Time Articles and Bylaws of the Surviving Corporation until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of the Surviving Corporation until their earlier death, resignation or as otherwise provided by lawremoval.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Developers Diversified Realty Corp), Agreement and Plan of Merger (JDN Realty Corp)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation Corporation, and each shall hold office from the Effective Time until their his respective successors are successor is duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Andrew Corp), Agreement and Plan of Merger (Allen Telecom Inc)
Directors and Officers of Surviving Corporation. (a) The directors of the Sub at the Effective Time shall will be the initial directors of the Surviving Corporation and shall will hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate certificate of Incorporation or Byincorporation and by-Laws laws of the Surviving Corporation or as otherwise provided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Prescient Applied Intelligence, Inc.), Agreement and Plan of Merger (Park City Group Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate Articles of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Schein Henry Inc), Agreement and Plan of Merger (Schein Henry Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate Articles of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Computer Horizons Corp), Agreement and Plan of Merger (Softkey International Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Acquisition Sub at and the officers of Company in office immediately prior to the Effective Time shall be the initial directors and officers of Surviving Corporation as of the Effective Time, and thereafter such directors and officers shall serve in accordance with the by-laws of Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by lawqualified.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lockheed Martin Corp), Agreement and Plan of Merger (Titan Corp)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at SUB immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall will hold office from and after the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate Articles of Incorporation or By-Laws and Bylaws of the Surviving Corporation or as otherwise provided by lawlaw or their earlier resignation or removal.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Omnicare Inc), Agreement and Plan of Merger (Compscripts Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate of Incorporation or By-Laws and Bylaws of the Surviving Corporation Corporation, or as otherwise provided by law.
Appears in 1 contract
Directors and Officers of Surviving Corporation. (a) The directors of Sub holding office at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and shall hold office from the Effective Time Corporation, such directors to serve until their respective successors are have been duly elected or appointed and qualified or until their earlier death, resignation or removal in the manner provided in the accordance with Surviving Corporation's Certificate of Incorporation or and By-Laws of the Surviving Corporation or as otherwise provided by lawLaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Education Alternatives Inc/Mn)
Directors and Officers of Surviving Corporation. (a) The directors of Acquisition Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate Articles of Incorporation or By-Laws and Bylaws of the Surviving Corporation Corporation, or as otherwise provided by law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Esc Medical Systems LTD)
Directors and Officers of Surviving Corporation. (a) The directors of the Sub at the Effective Time shall will be the initial directors of the Surviving Corporation and shall will hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate certificate of Incorporation or By-Laws incorporation and bylaws of the Surviving Corporation or as otherwise provided by law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bluephoenix Solutions LTD)
Directors and Officers of Surviving Corporation. (a) The directors of the Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal in the manner provided in accordance with the Certificate of Incorporation or and By-Laws of the Surviving Corporation or as otherwise provided by lawCorporation.
Appears in 1 contract
Samples: Agreement and Plan (Lee Sara Corp)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at immediately before the Effective Time shall will be the initial directors of the Surviving Corporation and shall will hold office from the Effective Time until their respective successors are duly elected and qualified, or appointed and qualified in the manner provided in the Certificate of Incorporation their earlier death, resignation or By-Laws of the Surviving Corporation or as otherwise provided by lawremoval.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Foremost Corp of America)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time the earlier of their resignation or removal or otherwise ceasing to be a director or until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate of Incorporation or and By-Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alexion Pharmaceuticals Inc)
Directors and Officers of Surviving Corporation. (a) The directors of Sub at immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from immediately after the Effective Time Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation until their respective successors are duly elected or appointed and qualified in the manner provided in the Certificate of Incorporation or By-Laws of the Surviving Corporation or as otherwise provided by lawqualified.
Appears in 1 contract
Directors and Officers of Surviving Corporation. (a) The directors of Sub at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are shall have been duly elected or appointed and or qualified or until their earlier death, resignation or removal in the manner provided in the Certificate of Incorporation or By-Laws of accordance with the Surviving Corporation or as otherwise provided by law.Corporation's Certificate of
Appears in 1 contract
Directors and Officers of Surviving Corporation. (a) ----------------------------------------------- The directors of Sub at immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified qualify in the manner provided in the Certificate of Incorporation or By-and By- Laws of the Surviving Corporation or as otherwise provided by law.
Appears in 1 contract
