Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation. (b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation.
Appears in 13 contracts
Samples: Merger Agreement (Centessa Pharmaceuticals LTD), Merger Agreement (Akamai Technologies Inc), Merger Agreement (Cornerstone Therapeutics Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 Byby-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Victoria's Secret & Co.), Merger Agreement (Progress Software Corp /Ma), Merger Agreement (Bottomline Technologies Inc /De/)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation.
Appears in 7 contracts
Samples: Merger Agreement (American Dental Partners Inc), Merger Agreement (BJS Wholesale Club Inc), Merger Agreement (Dell Inc)
Directors and Officers of the Surviving Corporation. (a) The directors Directors and officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation Directors and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Healthsouth Corp), Merger Agreement (Healthsouth Corp), Plan and Agreement of Merger (National Surgery Centers Inc \De\)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Pinnacle Systems Inc), Merger Agreement (Avid Technology Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 Byby-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Encore Medical Corp), Merger Agreement (Encore Medical, L.P.)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with and the Certificate of Incorporation and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company 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 Certificate certificate of Incorporation incorporation and By-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (First Marblehead Corp), Merger Agreement (Risley John Carter)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary Merger Partner immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Merger Partner immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Cornerstone BioPharma Holdings, Inc.), Merger Agreement (Critical Therapeutics Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Concerto Software Inc), Merger Agreement (Aspect Communications Corp)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 Organization and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation Organization and By-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (American Science & Engineering, Inc.), Merger Agreement (Kronos Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary SkillSoft immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Skillsoft Corp), Merger Agreement (Smartforce Public LTD Co)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary Merger Sub immediately prior to before the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to before the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Spacedev, Inc.)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Zomax Inc /Mn/)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 By-laws bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and By-laws bylaws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (I Many Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 Organization and By-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation Organization and By-laws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Bright Horizons Family Solutions Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 organization and By-laws bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate articles of Incorporation organization and By-laws bylaws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Crane Co /De/)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 of Incorporation and By-laws Laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Laws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Nyfix Inc)
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 Byby-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary Buyer 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 Byby-laws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary 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 of Incorporation and By-laws Bylaws of the Surviving Corporation.
(b) The officers of the Transitory Subsidiary Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Verilink Corp)
