Common use of Directors and Officers of the Surviving Company Clause in Contracts

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company immediately prior to the Effective Time shall be the directors and officers of the Surviving Company.

Appears in 3 contracts

Samples: Merger Agreement (Xiom Corp), Merger Agreement (Oglebay Norton Co), Merger Agreement (TBC Corp)

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Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable lawLaw, (i) the directors and officers of the Merger Company immediately prior to Sub at the Effective Time shall be the directors of the Surviving Company and (ii) the officers of Merger Sub at the Effective Time shall be the officers of the Surviving Company.

Appears in 3 contracts

Samples: Merger Agreement (Microchip Technology Inc), Merger Agreement (Atmel Corp), Merger Agreement (Atmel Corp)

Directors and Officers of the Surviving Company. From and after At the Effective Time, until their successors are duly elected or appointed and qualified in accordance with applicable lawthe Certificate of Incorporation, the Bylaws and applicable Law, (i) the directors and officers of the Merger Company Sub as of immediately prior to the Effective Time shall be the directors of the Surviving Company and (ii) the officers of Merger Sub as of immediately prior to the Effective Time shall be the officers of the Surviving Company.

Appears in 3 contracts

Samples: Merger Agreement (Infinity Pharmaceuticals, Inc.), Merger Agreement (Infinity Pharmaceuticals, Inc.), Agreement and Plan of Merger (MEI Pharma, Inc.)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the directors and officers of the Surviving Company, and such directors and officers shall serve until their successors have been duly elected or appointed and qualified or until their death, resignation or removal in accordance with the Organizational Documents of the Surviving Company.

Appears in 2 contracts

Samples: Merger Agreement (Ready Capital Corp), Merger Agreement (Owens Realty Mortgage, Inc.)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the (a) The directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the directors of the Surviving Company immediately following the Effective Time until the earlier of their resignation or removal or until their respective successors are duly elected and officers qualified, as the case may be. The Target shall not be entitled to designate any of the directors of the Surviving Company. (b) The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 2 contracts

Samples: Merger Agreement (Geo Group Inc), Merger Agreement (Cornell Companies Inc)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable lawLaw, (a) the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the directors of the Surviving Company and (b) the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Easterly Acquisition Corp.)

Directors and Officers of the Surviving Company. From and after (a) At the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, each of the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall become, as of immediately following the Effective Time, the directors of the Surviving Company, until his or her successor is elected and qualified or until his or her earlier resignation or removal. (b) The individuals constituting the officers of the Company prior to the Effective Time shall continue to be the directors and officers of the Surviving CompanyCompany until the earlier of their resignation or removal or until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Dave & Buster's Entertainment, Inc.)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the The directors and officers of the Merger Surviving Company immediately prior to after the Effective Time shall be the directors and officers of the Surviving CompanyMerger Subsidiary immediately prior to the Effective Time, until such time as their successors shall be duly elected and qualified.

Appears in 1 contract

Samples: Merger Agreement (Northern States Financial Corp /De/)

Directors and Officers of the Surviving Company. From and after At the Effective Time, until their successors are duly elected or appointed and qualified in accordance with applicable lawthe Certificate of Incorporation, the Bylaws and applicable Law, (a) the directors and officers of the Merger Company Sub as of immediately prior to the Effective Time shall be the directors of the Surviving Company and (b) the officers of Merger Sub as of immediately prior to the Effective Time shall be the officers of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (SomaLogic, Inc.)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the (a) The directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the directors of the Surviving Company immediately following the Effective Time until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be. (b) The officers of Target immediately prior to the Effective Time shall be the officers of the Surviving CompanyCompany until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Merger Agreement (Cornell Companies Inc)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with Subject to applicable lawLaw, the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the initial directors and officers of the Surviving CompanyCompany and shall hold office until their respective successors are duly elected and qualified, or their earlier death, resignation or removal.

Appears in 1 contract

Samples: Merger Agreement (Noble Corp)

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Directors and Officers of the Surviving Company. From and after At the Effective Time, until successors the Persons who are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company immediately prior to Sub at the Effective Time shall be will become the directors managers and officers of the Surviving Company until such time as they may be replaced in accordance with the operating agreement of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Intercept Inc)

Directors and Officers of the Surviving Company. From and after the Effective Time, until their respective successors are duly elected or appointed and qualified in accordance with applicable lawLaw, (i) the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall be the directors of the Surviving Company (and all directors of the Company immediately prior to the Effective Time shall be removed as of the Effective Time) and (ii) the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Charles River Laboratories International, Inc.)

Directors and Officers of the Surviving Company. From and after the Effective Time, (i) the directors of Merger Sub as at the Effective Time shall be the directors of the Surviving Company and (ii) the officers of Merger Sub as at the Effective Time shall be the officers of the Surviving Company, in each case until their respective successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company immediately prior to the Effective Time shall be the directors and officers of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Quadra Realty Trust, Inc.)

Directors and Officers of the Surviving Company. From and after (a) At the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company Sub immediately prior to the Effective Time shall become, effective as of immediately following the Effective Time, the directors of the Surviving Company, until his or her successor is elected and qualified or until his or her earlier resignation or removal. (b) Persons constituting the officers of the Company prior to the Effective Time shall continue to be the directors and officers of the Surviving CompanyCompany until the earlier of their resignation or removal or until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Callaway Golf Co)

Directors and Officers of the Surviving Company. From and after At the Effective Time, the directors and officers of the Surviving Company shall be the directors and officers of Merger Sub, each to hold office in accordance with the amended and restated memorandum and articles of association of the Surviving Company until their respective successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company immediately prior to the Effective Time shall be the directors and officers of the Surviving Companyqualified.

Appears in 1 contract

Samples: Business Combination Agreement (Malacca Straits Acquisition Co LTD)

Directors and Officers of the Surviving Company. From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the (a) The directors and officers of the Merger Company Sub immediately prior to the Effective Time shall will be the directors of the Surviving Company until the next annual meeting (or the earlier of their resignation or removal) and until their respective successors are duly elected and qualified, as the case may be. (b) The officers of Target immediately prior the Effective Time will be the officers of the Surviving CompanyCompany until the earlier of their resignation or removal and until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Merger Agreement (Abm Industries Inc /De/)

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