Common use of Directors and Officers Clause in Contracts

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 97 contracts

Samples: Merger Agreement (Merit Medical Systems Inc), Merger Agreement (Quality Systems, Inc), Agreement and Plan of Merger (EnerSys)

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Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 10 contracts

Samples: Agreement and Plan of Reorganization (Rational Software Corp), Merger Agreement (Opentv Corp), Merger Agreement (Verisign Inc/Ca)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 7 contracts

Samples: Merger Agreement (Mail Com Inc), Merger Agreement (Tut Systems Inc), Merger Agreement (MCK Communications Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 7 contracts

Samples: Merger Agreement (Water Pik Technologies Inc), Merger Agreement (Kyphon Inc), Merger Agreement (Sciquest Inc)

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

Appears in 7 contracts

Samples: Agreement and Plan of Reorganization (Webvan Group Inc), Merger Agreement (Peregrine Systems Inc), Agreement and Plan of Merger and Reorganization (Harbinger Corp)

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

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Netscreen Technologies Inc), Agreement and Plan of Reorganization (Proxim Inc /De/), Agreement and Plan of Reorganization (Proxim Inc /De/)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial corporate officers of the Surviving Corporation shall be the corporate officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 5 contracts

Samples: Merger Agreement (E Cruiter Com Inc), Merger Agreement (Workstream Inc), Merger Agreement (Yahoo Inc)

Directors and Officers. The initial directors of the Surviving Corporation immediately after the Merger shall be the directors of Merger Sub immediately prior to in office at the Effective Time, each to hold office until their his or her respective successors are successor is duly elected or appointed and qualified. The initial officers of the Surviving Corporation immediately after the Merger shall be the officers of Merger Sub immediately prior to in office at the Effective Time, each to hold office until their his or her respective successors are successor is duly appointed.

Appears in 4 contracts

Samples: Acquisition Agreement (Autobytel Inc), Merger Agreement (RedRoller Holdings, Inc.), Merger Agreement (RedRoller Holdings, Inc.)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 4 contracts

Samples: Merger Agreement (Verisign Inc/Ca), Merger Agreement (Verisign Inc/Ca), Merger Agreement (Kana Communications Inc)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Xenogen Corp), Agreement and Plan of Reorganization (Xenogen Corp), Merger Agreement (Efficient Networks Inc)

Directors and Officers. The Unless otherwise determined by Parent prior to the Effective Time, the initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The Unless otherwise determined by Parent prior to the Effective Time, the initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Amicus Therapeutics Inc), Merger Agreement (McKesson Corp), Merger Agreement (US Oncology Holdings, Inc.)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 3 contracts

Samples: Merger Agreement (Vignette Corp), Merger Agreement (Network Solutions Inc /De/), Merger Agreement (Appnet Inc /De/)

Directors and Officers. The initial directors of the Surviving Corporation immediately after the Merger shall be the directors of Merger Sub Buyer in office immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation immediately after the Merger shall be the officers of Merger Sub Buyer immediately prior to the Effective Time, . Each of the directors and officers of the Surviving Corporation immediately after the Merger shall hold office until their respective successors are duly appointedhis or her successor is elected and qualified or otherwise in accordance with the Articles of Incorporation and Bylaws of the Surviving Corporation.

Appears in 3 contracts

Samples: Merger Agreement (Carolina Financial Corp), Merger Agreement (Carolina Financial Corp), Merger Agreement (United Bankshares Inc/Wv)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub that were in office immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 3 contracts

Samples: Merger Agreement (Volcano Corp), Merger Agreement (Volcano Corp), Merger Agreement (Volcano Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualified.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (McData Corp), Agreement and Plan of Reorganization (Brocade Communications Systems Inc), Merger Agreement (Credence Systems Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly appointedelected and qualified.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (New Era of Networks Inc), Agreement and Plan of Reorganization (Telcom Semiconductor Inc), Agreement and Plan of Reorganization (Sybase Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 3 contracts

Samples: Merger Agreement (Multi Link Telecommunications Inc), Merger Agreement (Applied Spectrum Technologies Inc), Merger Agreement (Qorus Com Inc)

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

Appears in 3 contracts

Samples: Merger Agreement (Perrigo Co), Merger Agreement (Polycom Inc), Merger Agreement (Accord Networks LTD)

Directors and Officers. The initial At the Effective Time, the directors of the Surviving Corporation shall be those persons who were the directors of Merger Sub immediately prior to Sub. The officers of the Effective TimeSurviving Corporation shall be the initial officers of Merger Sub, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Cisco Systems Inc), Merger Agreement (Aironet Wireless Communications Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, each to hold office in accordance with the Articles of Association of the Surviving Corporation until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, each to hold office in accordance with the Articles of Association of the Surviving Corporation until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (S1 Corp /De/), Merger Agreement (Fundtech LTD)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub DSNC immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Data Systems Network Corp), Merger Agreement (Alydaar Software Corp /Nc/)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualifiedqualified or their earlier death, resignation or removal. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedappointed or their earlier death, resignation or removal.

Appears in 2 contracts

Samples: Merger Agreement (Hewlett Packard Co), Merger Agreement (Novadigm Inc)

Directors and Officers. The initial directors of the ---------------------- Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial corporate officers of the Surviving Corporation shall be the corporate officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Tibco Software Inc), Merger Agreement (Talarian Corp)

Directors and Officers. The initial directors of the Surviving Corporation immediately following the Effective Time shall be the directors of Merger Sub immediately prior to the Effective TimeSub, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Sanmina Corp/De), Agreement and Plan of Reorganization (Sci Systems Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Matria Healthcare Inc), Merger Agreement (Inverness Medical Innovations Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedappointed and qualified.

Appears in 2 contracts

Samples: Merger Agreement (Zarlink Semiconductor Inc), Merger Agreement (Zarlink Semiconductor Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are shall have been duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (GeoPharma, Inc.), Agreement and Plan of Reorganization (Dynamic Health Products Inc)

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

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Netopia Inc), Merger Agreement (Agilent Technologies Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors director's of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (3dfx Interactive Inc), Merger Agreement (STB Systems Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (American Access Technologies Inc), Merger Agreement (Chiste Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of the Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Merger Agreement (Optical Cable Corp), Merger Agreement (Preformed Line Products Co)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until the earlier of their resignation or removal or until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until the earlier of their resignation or removal or until their respective successors are duly appointed.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Digene Corp), Agreement and Plan of Merger (Digene Corp)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial corporate officers of the Surviving Corporation shall be the corporate officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Onvia Com Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be from and after the Effective Time the persons that are the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The the initial officers of the Surviving Corporation shall be from and after the Effective Time the persons that are the officers of Merger Sub immediately prior to the Effective Time, all such persons to serve as directors of or to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation until their respective successors are duly appointedelected and qualified.

Appears in 1 contract

Samples: Merger Agreement (Cox Radio Inc)

Directors and Officers. The initial directors of the ---------------------- Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of the Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Agfa Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (BullsNBears.com, Inc.)

Directors and Officers. The initial directors of the Surviving Corporation shall be a combination of (a) all of the directors of Merger Sub immediately prior to the Effective Time and (b) all of the directors of Company who are also employees of Company immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (PMC Sierra Inc)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Infospace Inc)

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

Appears in 1 contract

Samples: Merger Agreement (Clearone Communications Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualifiedqualify. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualify.

Appears in 1 contract

Samples: Merger Agreement (Pacific Office Properties Trust, Inc.)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Carrier Access Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Acquisition Sub that were in office immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Acquisition Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Acorda Therapeutics Inc)

Directors and Officers. The initial directors of the Surviving Corporation immediately after the Merger shall be the directors of Merger Sub immediately prior to in office on the Effective Time, each to hold office until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation immediately after the Merger shall be the officers of Merger Sub immediately prior to in office on the Effective Time, Time until their respective successors are duly appointed.

Appears in 1 contract

Samples: Acquisition Agreement (Autobytel Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, Time until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Charles River Associates Inc)

Directors and Officers. The At the Effective Time, the initial ---------------------- directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior Sub, each to the Effective Time, hold office until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualified.

Appears in 1 contract

Samples: Acquisition Agreement (Autoweb Com Inc)

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Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective TimeSub, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Citrix Systems Inc)

Directors and Officers. The initial At the Effective Time, the directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to Sub. The officers of the Effective TimeSurviving Corporation shall be the initial officers of Merger Sub, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Geotel Communications Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Maxis immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Electronic Arts Inc)

Directors and Officers. The initial directors officers of the Surviving Corporation Company shall be those individuals who were the directors officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers directors of the Surviving Corporation Company shall be those individuals who were the officers directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Perot Systems Corp)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly appointedelected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Microchip Technology Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are shall have been duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Go2net Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of the Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Autologic Information International Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, to serve until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, to serve until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Sun Healthcare Group Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub that were in office immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed. The directors and officers of the Company immediately prior to the Effective Time shall submit their resignations to be effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aratana Therapeutics, Inc.)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub Sub-1 or Merger Sub-2, as applicable, immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub LTX-Credence immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualified.

Appears in 1 contract

Samples: Merger Agreement (Verigy Ltd.)

Directors and Officers. The initial directors of the Surviving ---------------------- Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until the earlier of their resignation or removal or until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company immediately prior to the Effective Time, until the earlier of their resignation or removal or until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Cytyc Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of the Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Neoware Systems Inc)

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

Appears in 1 contract

Samples: Merger Agreement (Continental Minerals Corp)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualifiedqualified in accordance with the Surviving Corporation’s articles of incorporation and bylaws. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedappointed in accordance with the Surviving Corporation’s articles of incorporation and bylaws.

Appears in 1 contract

Samples: Merger Agreement (United Online Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Xxxxxx Sub immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualified.

Appears in 1 contract

Samples: Merger Agreement

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub VFI immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Verifone Inc)

Directors and Officers. The initial directors and officers of the Surviving Corporation shall be the directors and officers of Merger Sub as of immediately prior to the Effective Time, until their resignation, removal or death or their respective successors are duly elected or appointed appointed. Unless Parent elects otherwise, Parent, the Company and qualified. The initial officers of the Surviving Corporation shall be cause the directors and officers of Merger Sub immediately prior to the Effective Time to be the directors and officers of the Company Subsidiary immediately after the Effective Time, until their resignation, removal or death or their respective successors are duly elected or appointed.

Appears in 1 contract

Samples: Merger Agreement (Telanetix,Inc)

Directors and Officers. The initial directors of the Surviving Corporation in the Merger shall be the directors of Merger Sub the Company immediately prior to the Effective TimeTime of the Merger, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation in the Merger shall be the officers of Merger Sub Company immediately prior to the Effective TimeTime of the Merger, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement and Agreement and Plan of Merger (Palm Inc)

Directors and Officers. The initial directors of the Surviving Corporation Entity shall be the directors of Merger Sub immediately prior to the Effective Time, Time until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation Entity shall be the officers of Merger Sub immediately prior to the Effective Time, Time until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (PAE Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified, except as otherwise agreed to by the parties. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed, except as otherwise agreed to by the parties.

Appears in 1 contract

Samples: Merger Agreement (IHS Inc.)

Directors and Officers. The At the Effective Time, the initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior Sub, each to the Effective Time, hold office until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointedelected or appointed and qualified.

Appears in 1 contract

Samples: Acquisition Agreement (Autobytel Com Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, plus Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxx, each as a Vice President, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Forte Software Inc \De\)

Directors and Officers. The initial directors of the ---------------------- Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub Company immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Ondisplay Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the individuals who served as the directors of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the individuals who served as officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Limeade, Inc)

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

Appears in 1 contract

Samples: Transaction Agreement (S1 Corp /De/)

Directors and Officers. The initial directors of the Surviving Corporation shall be the persons who were directors of Merger Sub immediately prior to the Effective Time, Time and shall hold office until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Maf Bancorp Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be a combination of (a) all of the directors of Merger Sub immediately prior to the Effective Time and (b) all of the directors of Company who are also employees of Company immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualified. The initial officers of the Surviving Corporation shall be the officers of Merger Xxxxxx Sub immediately prior to the Effective Time, until their respective successors are duly appointed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Quantum Effect Devices Inc)

Directors and Officers. The From and after the Effective Time, the initial directors of the Surviving Corporation shall be the directors of Merger Sub serving immediately prior to the Effective Time, until their resignation or removal or their respective successors are duly elected or appointed and qualified, as the case may be. The initial officers of the Surviving Corporation shall be the officers of Merger Sub the Company serving immediately prior to the Effective Time, until their resignation or removal or their respective successors are duly appointed.

Appears in 1 contract

Samples: Merger Agreement (Green Mountain Coffee Roasters Inc)

Directors and Officers. The initial directors of the Surviving Corporation shall be the directors managers of Merger Sub immediately prior to the Effective Time, until their respective successors are duly elected or appointed and qualifiedqualified or until their earlier death, disability, resignation or removal. The initial officers of the Surviving Corporation shall be the officers of Merger Mxxxxx Sub immediately prior to the Effective Time, until their respective successors are duly appointedappointed or until their earlier death, disability, resignation or removal.

Appears in 1 contract

Samples: Merger Agreement (Allegro Microsystems, Inc.)

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