Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 32 contracts
Samples: Merger Agreement (TearLab Corp), Merger Agreement (I3 Verticals, Inc.), Merger Agreement (Instructure Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 32 contracts
Samples: Merger Agreement (INPHI Corp), Merger Agreement, Merger Agreement (Qualcomm Inc/De)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, to hold office until such time as such directors resign, are removed or their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with qualified. The officers of Merger Sub immediately prior to the certificate of incorporation and by-laws Effective Time shall be the officers of the Surviving Corporation, to hold office until such time as such officers resign, are removed or their respective successors are duly elected or appointed and qualified.
Appears in 15 contracts
Samples: Agreement and Plan of Reorganization (Quintus Corp), Agreement and Plan of Reorganization (Avant Corp), Merger Agreement (Predictive Systems Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 14 contracts
Samples: Merger Agreement (Kintera Inc), Merger Agreement (Kintera Inc), Merger Agreement (Ivillage Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall be the directors of the Surviving Corporation, from and after the officers of Merger Sub immediately prior to the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Ellie Mae Inc), Merger Agreement (Euniverse Inc), Merger Agreement (Getthere Com)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 9 contracts
Samples: Acquisition Agreement (Urban-Gro, Inc.), Merger Agreement (Argo Blockchain PLC), Merger Agreement (Argo Blockchain PLC)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 7 contracts
Samples: Merger Agreement (Vidler Water Resources, Inc.), Merger Agreement (International Baler Corp), Merger Agreement (Houston Wire & Cable CO)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the officers of the Company immediately prior to the Effective Time, Time shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier respective death, permanent disability, resignation or removal in accordance with the certificate of incorporation or until their respective successors are duly elected and by-laws of the Surviving Corporationqualified.
Appears in 7 contracts
Samples: Merger Agreement, Merger Agreement (Motorola Mobility Holdings, Inc), Merger Agreement
Directors and Officers. The From and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, in each case until their successors have been duly are elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 6 contracts
Samples: Merger Agreement (Ikos Systems Inc), Merger Agreement (Tut Systems Inc), Merger Agreement (Copper Mountain Networks Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws officers of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (I3 Mobile Inc), Merger Agreement (Ace Comm Corp), Merger Agreement (I3 Mobile Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, will be the directors and officers, respectively, officers of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 6 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Textura Corp), Merger Agreement (Best Buy Co Inc)
Directors and Officers. The directors and officers of the Merger Sub, in each case, Sub immediately prior to before the Effective Time shall, from and after the Effective Time, shall be the only directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with immediately after the certificate of incorporation and by-laws of the Surviving CorporationEffective Time.
Appears in 6 contracts
Samples: Merger Agreement (Aml Communications Inc), Merger Agreement (Aml Communications Inc), Merger Agreement (Aml Communications Inc)
Directors and Officers. The At and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall be the directors of the Surviving Corporation, from and after the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, except as the Merger Sub shall otherwise provide in writing, in each case until their successors are elected or appointed and qualified. If, at the Effective Time, be a vacancy shall exist on the directors and officers, respectively, Board of the Surviving Corporation until their successors have been duly elected Directors or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws any office of the Surviving Corporation, such vacancy may thereafter be filled in the manner provided by law.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Fox & Hound Restaurant Group), Agreement and Plan of Merger (Fox Acquisition Co), Merger Agreement (Fox Acquisition Co)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 5 contracts
Samples: Merger Agreement (Paylocity Holding Corp), Merger Agreement (Skyworks Solutions, Inc.), Merger Agreement (Q2 Holdings, Inc.)
Directors and Officers. The 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 Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws officers of the Surviving Corporation.
Appears in 5 contracts
Samples: Merger Agreement (Realty Income Corp), Merger Agreement (Spirit Realty Capital, Inc.), Merger Agreement (Spirit Realty Capital, Inc.)
Directors and Officers. The At the Effective Time, (i) the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier deathqualified, resignation or removal in accordance with and (ii) the certificate officers of incorporation and by-laws the Company immediately prior to the Effective Time shall be the officers of the Surviving CorporationCorporation and shall continue to hold the offices they held immediately prior to the Effective Time, to serve until their respective successors are duly elected or appointed and qualified.
Appears in 5 contracts
Samples: Agreement and Plan of Reorganization, Agreement and Plan of Reorganization (Netratings Inc), Agreement and Plan of Reorganization (Netratings Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the officers of the Company immediately prior to the Effective Time, Time shall be the directors and officers, respectively, of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 5 contracts
Samples: Merger Agreement (Imperial Holly Corp), Merger Agreement (Imperial Holly Corp), Merger Agreement (Imperial Holly Corp)
Directors and Officers. The At and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall be the directors of the Surviving Corporation, from and after the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, except as Merger Sub shall otherwise provide in writing, in each case until their successors are elected or appointed and qualified. If, at the Effective Time, be a vacancy shall exist on the directors and officers, respectively, Board of the Surviving Corporation until their successors have been duly elected Directors or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws any office of the Surviving Corporation, such vacancy may thereafter be filled in the manner provided by law.
Appears in 5 contracts
Samples: Merger Agreement (Linear LLC), Merger Agreement (International Electronics Inc), Merger Agreement (Steel Partners Ii Lp)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of Merger Sub at the Effective Time will become the directors and officers of the Surviving Corporation and will hold office from the Effective Time until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate manner provided in the articles of incorporation and by-laws bylaws of the Surviving CorporationCorporation or as otherwise provided by Law.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Equity Bancshares Inc), Agreement and Plan of Reorganization (Equity Bancshares Inc), Merger Agreement (Equity Bancshares Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be Sub shall become the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Quadramed Corp), Agreement and Plan of Reorganization (Medicus Systems Corp /De/), Merger Agreement (Quadramed Corp)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the certificate articles of incorporation and by-laws of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (AppTech Payments Corp.), Merger Agreement (Sykes Enterprises Inc), Merger Agreement (Torotel Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable law, the certificate officers and directors of incorporation Merger Sub at the Effective Time shall be the officers and by-laws directors of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Onex Corp), Merger Agreement (Ameriserve Food Distribution Inc /De/), Merger Agreement (Nebco Evans Holding Co)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to Sub at the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors shall have been duly elected or appointed and or qualified or until their earlier death, resignation or removal in accordance with the certificate Surviving Corporation's Certificate of incorporation Incorporation and by-laws of the Surviving Corporationlaws.
Appears in 4 contracts
Samples: Merger Agreement (Software Com Inc), Merger Agreement (Phone Com Inc), Merger Agreement (Phone Com Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of Merger Sub at the Effective Time will become the directors and officers of the Surviving Corporation and will hold office from the Effective Time until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the manner provided in the certificate of incorporation formation and by-laws bylaws of the Surviving CorporationCorporation or as otherwise provided by Law.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Third Coast Bancshares, Inc.), Agreement and Plan of Reorganization (Third Coast Bancshares, Inc.), Agreement and Plan of Reorganization (First Financial Bankshares Inc)
Directors and Officers. The officers and directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, shall be the officers and directors of the Surviving Company from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation Time until their respective successors shall have been duly elected or appointed and qualified or until their respective earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving CorporationCompany and Applicable Law.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Medley Management Inc.), Agreement and Plan of Merger (Sierra Income Corp), Merger Agreement (Medley Management Inc.)
Directors and Officers. The 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 Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, will be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with after the certificate of incorporation and by-laws consummation of the Surviving CorporationMerger.
Appears in 4 contracts
Samples: Merger Agreement (Gamma Biologicals Inc), Merger Agreement (Isomedix Inc), Merger Agreement (Fabri Centers of America Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until the earlier of their successors have been duly elected resignation or appointed and qualified removal or until their earlier deathrespective successors are duly elected and qualified, resignation or removal in accordance with as the certificate of incorporation and by-laws of the Surviving Corporationcase may be.
Appears in 3 contracts
Samples: Merger Agreement (Nic Inc), Merger Agreement (Tyler Technologies Inc), Merger Agreement (Tyler Technologies Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, Surviving Corporation shall be the those persons who are serving as directors and officers, respectively, of Merger Sub immediately before the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving CorporationEffective Time.
Appears in 3 contracts
Samples: Merger Agreement (Citizens First Bancorp Inc), Merger Agreement (Wayne Savings Bancshares Inc /De/), Merger Agreement (Potters Financial Corp)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, as in each case, effect immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier deathqualified. The officers of the Merger Sub, resignation or removal as in accordance with effect immediately prior to the certificate of incorporation and by-laws Effective Time, shall be the officers of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified.
Appears in 3 contracts
Samples: Acquisition Agreement (Sunset Brands Inc), Acquisition Agreement (Sunset Brands Inc), Acquisition Agreement (Ibf Vi Guaranteed Income Fund)
Directors and Officers. The directors of MergerCo and officers of Merger Subthe Company, in each caserespectively, immediately prior to the Effective Time shallshall become, from and after the Effective Time, be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 3 contracts
Samples: Merger Agreement (Kinnard Investments Inc), Merger Agreement (Jostens Inc), Merger Agreement (Stockwalk Com Group Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, until successors are duly elected or appointed in accordance with applicable law, the directors of Merger Sub at the Effective Time shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate officers of incorporation and by-laws Merger Sub at the Effective Time shall be the officers of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Phoenix International Life Sciences Inc), Merger Agreement (Applied Analytical Industries Inc), Merger Agreement (Applied Analytical Industries Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub 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 immediately after the Effective Time until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationappointed.
Appears in 3 contracts
Samples: Merger Agreement (Cirrus Logic, Inc.), Merger Agreement (Sailpoint Technologies Holdings, Inc.), Merger Agreement (Sailpoint Technologies Holdings, Inc.)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, and the officers of the Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 3 contracts
Samples: Merger Agreement (TRW Inc), Merger Agreement (Network Six Inc), Merger Agreement (Saugatuck Capital Co LTD Partnership Iii)
Directors and Officers. The managers, directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the managers, directors and officers, respectively, of the Surviving Corporation Entity until their successors have been duly elected or appointed and qualified or until their earlier death, death resignation or removal in accordance with the certificate of incorporation and by-laws operating agreement of the Surviving CorporationEntity.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (NXT-Id, Inc.), Merger Agreement (Victory Electronic Cigarettes Corp)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws as of the Surviving CorporationEffective Time.
Appears in 3 contracts
Samples: Merger Agreement (Viasat Inc), Merger Agreement (Pacer Technology), Merger Agreement (Pacer Technology)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to before the Effective Time shall, from and after the Effective Time, shall be the only directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with immediately after the certificate of incorporation and by-laws of the Surviving CorporationEffective Time.
Appears in 3 contracts
Samples: Merger Agreement (Evans Hugh D), Merger Agreement (Anaren Inc), Merger Agreement (Aml Communications Inc)
Directors and Officers. The directors and officers of ---------------------- Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall become, from and after the Effective Time, be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified qualify or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 3 contracts
Samples: Merger Agreement (Regency Health Services Inc), Agreement and Plan of Merger (Sun Healthcare Group Inc), Merger Agreement (Sun Healthcare Group Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub 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 Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 3 contracts
Samples: Merger Agreement (Nathans Famous Inc), Merger Agreement (Hagler Bailly Inc), Merger Agreement (Nathans Famous Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate officers of incorporation and by-laws the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case, until their respective successors are duly elected and qualified.
Appears in 3 contracts
Samples: Merger Agreement (Expedia Inc), Merger Agreement (Decode Genetics Inc), Merger Agreement (Usa Interactive)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall become, from and after the Effective Time, be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Paragon Trade Brands Inc), Stock Purchase Agreement (Ontario Teachers Pension Plan Board), Stock Purchase Agreement (Paragon Trade Brands Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the certificate of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Amtech Systems Inc), Merger Agreement (Btu International Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Subsidiary immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws as of the Surviving CorporationEffective Time.
Appears in 2 contracts
Samples: Merger Agreement (Integrated Living Communities Inc), Merger Agreement (Whitehall Street Real Estate Limited Partnership Vii)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to MergerSub at the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation surviving corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws Bylaws of the Surviving Corporationsurviving corporation.
Appears in 2 contracts
Samples: Merger Agreement (SJS Bancorp Inc), Merger Agreement (Shoreline Financial Corp)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation and applicable Law, the directors and officers of Merger Sub immediately before the Effective Time shall comprise all of the directors and officers of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Globus Medical Inc), Merger Agreement
Directors and Officers. The 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 Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws officers of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (JetPay Corp), Agreement and Plan of Merger (NCR Corp)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate Bylaws of incorporation the Surviving Corporation and by-laws applicable Law, the directors and officers of Merger Sub immediately before the Effective Time shall comprise all of the directors and officers of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Zanett Inc), Merger Agreement (InfoLogix Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, and the officers of the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Em Industries Inc), Merger Agreement (Cn Biosciences Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the officers of Merger Sub immediately prior to the Effective Time, Time shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier respective death, permanent disability, resignation or removal in accordance with the certificate of incorporation or until their respective successors are duly elected and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Cuno Inc), Merger Agreement (3m Co)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation Charter and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (OncoCyte Corp), Merger Agreement (OncoCyte Corp)
Directors and Officers. The From and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Witness Systems Inc), Agreement and Plan of Reorganization (Ravisent Technologies Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Accrue Software Inc), Merger Agreement (Printcafe Inc)
Directors and Officers. The From and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, will be the directors and officers, respectively, of the Surviving Corporation Corporation, and the officers of the Merger Sub immediately prior to the Effective Time will be the officers of the Surviving Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Marimba Inc), Merger Agreement (BMC Software Inc)
Directors and Officers. The From and after the Effective Time, the directors and officers of the Merger Sub, in each case, Subsidiary immediately prior to the Effective Time shall, from shall be and after the Effective Time, be the continue as directors and officers, respectively, of the Surviving Corporation as of the Effective Time, until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal thereafter changed in accordance with the certificate Certificate of incorporation Incorporation and bythe By-laws Laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Mobilemedia Corp), Merger Agreement (Arch Communications Group Inc /De/)
Directors and Officers. The From and after the Effective Time, except as otherwise duly elected or appointed and qualified in accordance with Applicable Law, (i) the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with (ii) the certificate officers of incorporation and by-laws Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Axway Inc.), Merger Agreement (Tumbleweed Communications Corp)
Directors and Officers. The From and after the Effective Time, (i) the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation and (ii) the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving CorporationLaw.
Appears in 2 contracts
Samples: Merger Agreement (Sunrise Senior Living Inc), Merger Agreement (Health Care Reit Inc /De/)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, until successors are duly elected or appointed in accordance with applicable law, the directors and officers of Merger Sub at the Effective Time shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Apollo Education Group Inc), Agreement and Plan of Merger (Apollo Group Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, will be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws as of the Surviving CorporationEffective Time.
Appears in 2 contracts
Samples: Merger Agreement (Axsys Technologies Inc), Merger Agreement (Otix Global, Inc.)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from shall be the directors and after officers of the Surviving Corporation immediately following the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected each to serve as a director or appointed and qualified or until their earlier death, resignation or removal officer in accordance with the certificate articles of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (U.S. Renal Care Inc), Merger Agreement (Dialysis Corp of America)
Directors and Officers. The From and after the Effective Time (until successors are duly elected or appointed and qualified), Merger Subsidiary’s officers and directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation’s officers and directors.
Appears in 2 contracts
Samples: Merger Agreement (Ign Entertainment Inc), Merger Agreement (Ign Entertainment Inc)
Directors and Officers. At the Effective Time, the directors of Merger ---------------------- Sub, as in effect immediately prior to the Effective Time, shall be the directors of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified. The directors and officers of Merger Sub, as in each case, effect immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Fogdog Inc), Agreement and Plan of Reorganization (Kana Communications Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, each to hold office in accordance with the Articles of Incorporation and Bylaws of the Merger Sub until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Pacifica Bancorp Inc), Merger Agreement (Ucbh Holdings Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.. Article II
Appears in 2 contracts
Samples: Merger Agreement (Apex Global Brands Inc.), Merger Agreement (Apex Global Brands Inc.)
Directors and Officers. The As of the Effective Time, the officers and directors of the Surviving Corporation shall be the officers and officers directors of Merger Sub, in each case, MergerSub immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Medsolutions Inc), Agreement and Plan of Merger (Eriksen Rochelle K.)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Cruzani, Inc.), Merger Agreement (Ficaar, Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate articles of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (OncoCyte Corp), Merger Agreement (Corelogic, Inc.)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the initial directors and officers, respectively, of the Surviving Corporation Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until the earlier of their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 2 contracts
Samples: Merger Agreement (Enstar Group LTD), Merger Agreement (SeaBright Holdings, Inc.)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the certificate articles of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Ocean Bio Chem Inc), Merger Agreement (OneWater Marine Inc.)
Directors and Officers. The directors and officers of the Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall become, from and after the Effective Time, be the directors and officers, respectively, officers of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 2 contracts
Samples: Merger Agreement (Integon Corp /De/), Merger Agreement (Life Re Corp)
Directors and Officers. The At and after the Effective Time, (i) the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after shall be the directors of the Surviving Corporation as of the Effective Time, and (ii) the officers of the Company immediately prior to the Effective Time shall be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws as of the Surviving CorporationEffective Time.
Appears in 2 contracts
Samples: Merger Agreement (Cellu Tissue Holdings, Inc.), Merger Agreement (Cellu Tissue Holdings, Inc.)
Directors and Officers. The At and immediately after the Effective Time, the directors and officers of the surviving corporation in the Merger shall consist of the directors and officers of Merger Sub, Sub in each case, office immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been respective successor are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Green Bancorp, Inc.), Merger Agreement (Green Bancorp, Inc.)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, as constituted immediately prior to the Effective Time shall, from and after the Effective Time, will be the directors and officersofficers of the Surviving Corporation, respectivelyfor so long as provided under the DGCL, the certificate of incorporation of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws bylaws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Vmware, Inc.), Merger Agreement (Carbon Black, Inc.)
Directors and Officers. The At the Effective Time, the officers and directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from shall become the officers and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Tuboscope Vetco International Corp), Merger Agreement (SCF Iii Lp)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation Entity until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate articles of incorporation and by-laws bylaws of the Surviving CorporationEntity.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (InMed Pharmaceuticals Inc.), Agreement and Plan of Reorganization (InMed Pharmaceuticals Inc.)
Directors and Officers. The directors At and as of the Effective Time, the managers and officers of the Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors managers and officers, respectively, officers of the Surviving Corporation Entity and shall serve in such capacities until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Opko Health, Inc.), Merger Agreement (Opko Health, Inc.)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation and shall hold office from the Effective Time until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate manner provided in the Articles of incorporation Incorporation and byBy-laws of the Surviving Corporation, or as otherwise provided by the RIBCA.
Appears in 2 contracts
Samples: Merger Agreement (Valley Resources Inc /Ri/), Merger Agreement (Southern Union Co)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, Sub shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 2 contracts
Samples: Merger Agreement (Catcher Holdings, Inc), Agreement and Plan of Merger (Catcher Holdings, Inc)
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after shall be the directors of the Surviving Corporation. At the Effective Time, the officers of Merger Sub immediately prior to the Effective Time shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws officers of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Intervoice Inc), Merger Agreement (S1 Corp /De/)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after shall be the directors of the Surviving Corporation as of the Effective Time, and the officers of the Company immediately prior to the Effective Time shall be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws as of the Surviving CorporationEffective Time.
Appears in 1 contract
Directors and Officers. The directors and officers of Merger Sub, Sub serving in each case, those positions immediately prior to the Effective Time shallshall become, from and after as of the Effective Time, be and shall remain the directors and officers, respectively, officers of the Surviving Corporation after the Merger until their successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Directors and Officers. At the Effective Time, the directors of Merger Sub, as in effect immediately prior to the Effective Time, shall be the directors of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified. The directors and officers of Merger Sub, as in each case, effect immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.,
Appears in 1 contract
Directors and Officers. The From and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws officers of the Surviving Corporation.
Appears in 1 contract
Directors and Officers. The Unless otherwise determined by Parent before the Effective Time, at the Effective Time the directors and officers of Merger Sub, in each case, Sub immediately prior to before the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, officers of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified qualified, or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 1 contract
Samples: Merger Agreement (ZAGG Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from From and after the Effective Time, the directors and officers of Merger Sub immediately before the Effective Time shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, in each case, until their respective successors have been duly elected elected, designated, appointed, or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the Surviving Corporation’s certificate of incorporation formation and by-laws of the Surviving Corporationbylaws.
Appears in 1 contract
Directors and Officers. The At the Effective Time, (a) the directors and officers ---------------------- of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, until their respective successors have been are duly elected or appointed and qualified or until their earlier deathqualified, resignation or removal in accordance with and (b) the certificate officers of incorporation and by-laws Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Digital Island Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with qualified. The officers of Target immediately prior to the certificate of incorporation and by-laws Effective Time shall be the officers of the Surviving CorporationCorporation immediately after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Midway Games Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to Sub as of the Effective Time shall, from and after the Effective Time, shall be the Surviving Corporation’s directors and officers, respectively, of the Surviving Corporation officers until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after at the Effective Time, be the directors and officers, respectively, of the Surviving Corporation and hold such positions until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws bylaws of the Surviving CorporationCorporation and applicable Law.
Appears in 1 contract
Samples: Merger Agreement (Realpage Inc)
Directors and Officers. The At the Effective Date, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, Date shall be the directors and officers, respectively, officers of the Surviving Corporation Corporation, to serve until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Directors and Officers. At the Effective Time, the directors of Merger Sub, as in effect immediately prior to the Effective Time, shall be the directors of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified. The directors and officers of Merger Sub, as in each case, effect immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers. The At the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, be shall become the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier respective death, permanent disability, resignation or removal in accordance with the certificate of incorporation or until their respective successors are duly elected and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Samples: Merger Agreement (Radisys Corp)
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with as of the certificate Effective Time. The officers of incorporation and by-laws the Company immediately prior to the Effective Time shall be the officers of the Surviving CorporationCorporation as of the Effective Time.
Appears in 1 contract
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation charter and by-laws bylaws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers. The At the Effective Time, the directors and officers of ---------------------- Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Samples: Merger Agreement (Netcentives Inc)
Directors and Officers. The directors and officers of Merger Sub, in each case, case immediately prior to the Effective Time shallTime, shall become, in each case from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation Corporation, in each case until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval.
Appears in 1 contract
Samples: Merger Agreement (Healthsouth Corp)
Directors and Officers. The directors and officers of the Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation Certificate, the Bylaws and by-laws of the Surviving Corporationapplicable Law.
Appears in 1 contract
Directors and Officers. The From and after the Effective Time, (a) the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed Entity and qualified or until their earlier death, resignation or removal in accordance with (b) the certificate officers of incorporation and by-laws the Company immediately prior to the Effective Time shall be the officers of the Surviving CorporationEntity.
Appears in 1 contract
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall be, from and after the Effective Timerespectively, be the directors and officers, respectively, officers of the Surviving Corporation until their respective death, permanent disability, resignation or removal or until their respective successors have been are duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationqualified.
Appears in 1 contract
Samples: Merger Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Directors and Officers. The directors and officers of Merger Sub, in each case, immediately prior to the Effective Time shall, from and after the Effective Time, be the directors and officers, respectively, of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the certificate Certificate of incorporation Incorporation and byBy-laws of the Surviving Corporation.
Appears in 1 contract
Directors and Officers. The directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shallshall become, from and after the Effective Time, be the directors and officersofficers of the Surviving Corporation, respectively, each to hold office from the Effective Time in accordance with the Articles of Incorporation and Bylaws of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified qualify, or until their earlier death, resignation they resign or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationare removed.
Appears in 1 contract
Directors and Officers. The From and after the Effective Time, the directors and officers of Merger Sub, in each case, Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the directors and officers, respectivelyas applicable, of the Surviving Corporation until their successors have been are duly elected or appointed in accordance with the bylaws and qualified the certificate of incorporation of the Surviving Corporation and applicable Law (or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporationremoval).
Appears in 1 contract
