Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removal.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Emclaire Financial Corp), Agreement and Plan of Merger (Emclaire Financial Corp), Agreement and Plan of Merger (Cortland Bancorp Inc)
Managers and Officers. The managers and authorized persons of Merger Sub immediately prior to the Effective Time shall be the managers and authorized persons of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub Company immediately prior to the Effective Time shall be the initial officers of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removal.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp), Agreement and Plan of Merger (Bank of Montreal /Can/)
Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to shall, from and after the Effective Time shall be Time, become the initial managers and officers of the Surviving Company and shall hold office until their respective successors are shall have been duly appointed and qualifiedelected, appointed, or qualified or until their earlier death, resignation resignation, or removalremoval in accordance with the certificate of formation and the limited liability company agreement of the Surviving Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cal Dive International, Inc.), Agreement and Plan of Merger (Horizon Offshore Inc)
Managers and Officers. The managers and officers of Merger Sub Sub, in each case, immediately prior to the Effective Time shall shall, from and after the Effective Time, be the managers and officers, respectively, of the Surviving Company and shall hold office until their respective successors are have been duly appointed, elected or appointed and qualified or until their earlier death, resignation or removal. The officers of Merger Sub immediately prior to removal in accordance with the Effective Time shall be the officers operating agreement of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removalCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Agrify Corp), Plan of Merger and Equity Purchase Agreement (Agrify Corp)
Managers and Officers. The managers At the Effective Time, the officers and directors of the Merger Sub immediately prior to the Effective Time shall be the managers officers and directors of the Surviving Company and shall hold office Company, until the earlier of their resignation or removal or until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office until their respective successors are duly appointed elected and qualified, or their earlier death, resignation or removalas the case may be.
Appears in 1 contract
Samples: Plan of Merger and Securities Purchase Agreement (Valens Company, Inc.)
Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub shall immediately prior to after the Effective Time shall be the managers and officers of the Surviving Company and shall hold office Company, to serve, in both cases, until their respective successors are duly appointed shall have been elected and qualified, qualified or their earlier death, resignation or removaluntil otherwise provided by law and the Certificate of Formation and/or LLC Agreement of the Surviving Company.
Appears in 1 contract
Managers and Officers. The managers and officers of Merger Sub Sub, in each case, immediately prior to the Effective Time Time, shall be become, as of the Effective Time, the managers and officers of the Surviving Company and shall hold office after the Merger, in each case until their respective successors are duly appointed, elected or appointed and qualified or until the earlier of their earlier death, resignation or removal. The officers of Merger Sub immediately prior to removal in accordance with the Effective Time shall be the officers Organizational Documents of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removalCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ak Steel Holding Corp)
Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removal.. Table of Contents
Appears in 1 contract
Samples: Agreement and Plan of Merger (Farmers National Banc Corp /Oh/)
Managers and Officers. The managers Managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removal.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Farmers National Banc Corp /Oh/)
Managers and Officers. The managers and officers of Merger Sub serving in those positions immediately prior to the Effective Time shall be will become, as of the Effective Time, the managers and officers of the Surviving Company and shall hold office after the Merger, in each case, until their respective successors are duly appointed, elected or their earlier death, resignation or removal. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, qualified or until the earlier of their earlier death, resignation or removal.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Paymentus Holdings, Inc.)
Managers and Officers. The Subject to Section 10.01 and Section 10.02, the managers and officers of Merger Sub Sub, in each case, immediately prior to the Effective Time shall shall, from and after the Effective Time, be the managers and officers, respectively, of the Surviving Company and shall hold office until their respective successors are have been duly appointed, elected or appointed and qualified or until their earlier death, resignation or removal. The officers removal in accordance with the Articles of Merger Sub immediately prior to the Effective Time shall be the officers Organization and Operating Agreement of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removalCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mobiquity Technologies, Inc.)
Managers and Officers. The managers and officers of Merger Sub Sub, in each case, immediately prior to the Effective Time shall shall, from and after the Effective Time, be the managers and officers, respectively, of the Surviving Company and shall hold office until their respective successors are have been duly appointed, elected or appointed and qualified or until their earlier death, resignation or removal. The officers of Merger Sub immediately prior to removal in accordance with the Effective Time shall be the officers limited liability company agreement of the Surviving Company and shall hold office until their respective successors are duly appointed and qualified, or their earlier death, resignation or removalCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gateway Energy Corp/Ne)
Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the initial managers of the Surviving Company and shall Entity, each to hold office until their respective successors are duly appointedin accordance with the articles of organization and limited liability company agreement of the Surviving Entity. From and after the Effective Time, or their earlier death, resignation or removal. The the officers of Merger Sub immediately prior to the Effective Time shall be the initial officers of the Surviving Company and shall hold office Entity, in each case retaining their respective positions until the earlier of their death, resignation or removal or until their respective successors are duly elected or appointed and qualified, or their earlier death, resignation or removalas the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Merger (NCS Multistage Holdings, Inc.)
Managers and Officers. The managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The officers of Merger Sub in office immediately prior to before the Effective Time shall will be the managers and officers of the Surviving Company at the Effective Time and shall hold office thereafter until their respective duly removed or until successors are duly elected or appointed and qualified, or their earlier death, resignation or removalexcept that Ruxx Xxxxx xill be added as both an additional manager and the Chief Executive Officer of the Surviving Company as of the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Derma Sciences, Inc.)
Managers and Officers. The From and after the Effective Time, the managers of Merger Sub immediately prior to the Effective Time shall be the managers of the Surviving Company LLC and shall hold office until their respective successors are duly appointed, or their earlier death, resignation or removal. The the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Company and shall hold office LLC, in each case until the earlier of their respective deaths, resignations or removals or until their respective successors are duly elected or appointed and qualified, or their earlier death, resignation or removalas the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Merger (NextWave Wireless Inc.)