Common use of Resignation of Directors Clause in Contracts

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent prior to the Closing the resignation of each director of each of the Constituent Corporations, effective as of the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (First Virtual Communications Inc), Merger Agreement (Cuseeme Networks Inc), Merger Agreement (Cuseeme Networks Inc)

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Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Offer Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timerequired by Section 1.3.

Appears in 3 contracts

Samples: Merger Agreement (Amgen Inc), Merger Agreement (Amgen Inc), Merger Agreement (Onyx Pharmaceuticals Inc)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent at or prior to the Closing Effective Time the resignation of each director of each of the Constituent Corporations, effective as of the Effective TimeCompany.

Appears in 2 contracts

Samples: Merger Agreement, Agreement and Plan of Merger (Fortress Investment Group LLC)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Effective Time the resignation of each director of each of the Constituent Corporations, Company’s directors with such resignations to be effective as of the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Entegris Inc), Merger Agreement (Atmi Inc)

Resignation of Directors. The Company shall use its all reasonable best efforts to obtain and deliver to Parent on or prior to the Closing the resignation of each director of each of the Constituent CorporationsCompany, which resignation shall be effective as of immediately after the Effective Time.Time of Merger I.

Appears in 2 contracts

Samples: Merger Agreement (Aclara Biosciences Inc), Agreement and Plan of Merger and Reorganization (Virologic Inc)

Resignation of Directors. The If requested by Parent, the Company shall use its reasonable best efforts to obtain and deliver to Parent at or prior to the Closing First Merger Effective Time the resignation of each director of each of the Constituent Corporationsany Company Entity as identified by Parent, effective as of the First Merger Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Gulfmark Offshore Inc), Merger Agreement (Tidewater Inc)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Effective Time the resignation of each director of each of the Constituent Corporations, effective as of the Effective TimeCompany’s directors.

Appears in 2 contracts

Samples: Merger Agreement (St Jude Medical Inc), Merger Agreement (Thoratec Corp)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent prior to at the Closing (effective as of the Effective Time) the resignation of each director of each the Company (other than those designees of Parent elected to the Constituent Corporations, effective as of the Effective TimeCompany Board pursuant to Section 6.1 hereof).

Appears in 2 contracts

Samples: Merger Agreement (SCSF Equities, LLC), Merger Agreement (Kellwood Co)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timeset forth in ‎Section 1.4.

Appears in 2 contracts

Samples: Transaction Agreement (Ironwood Pharmaceuticals Inc), Transaction Agreement (Ironwood Pharmaceuticals Inc)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent prior to and in connection with the Closing (to be effective as of the Effective Time) the resignation of each director of the Company and each of the Constituent Corporationsits Subsidiaries (in each case, effective in their capacities as of the Effective Timedirectors and not employees).

Appears in 2 contracts

Samples: Merger Agreement (Thestreet, Inc.), Merger Agreement (theMaven, Inc.)

Resignation of Directors. The Company shall use its all reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Effective Time the resignation of each director of each of the Constituent Acquired Corporations, effective as of the Effective Time’ respective directors.

Appears in 1 contract

Samples: Merger Agreement (Hastings Entertainment Inc)

Resignation of Directors. The Except as otherwise may be agreed by Parent, the Company shall use its reasonable best efforts to obtain and deliver to Parent prior to at the Closing the resignation of each director of each all members of the Constituent CorporationsCompany Board who are in office immediately prior to the Effective Time, which resignations shall be effective as of at the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Baldor Electric Co)

Resignation of Directors. The Company shall use its all reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Offer Acceptance Time the resignation of each director the Company’s directors as required by Section 1.3. The Company shall obtain and deliver to Parent on or prior to the Effective Time the resignation of each all of the Constituent Corporations, effective as of the Effective TimeCompany’s directors other than those elected or designated by Parent pursuant to Section 1.3.

Appears in 1 contract

Samples: Merger Agreement (Anadys Pharmaceuticals Inc)

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Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Offer Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timerequired by Section 1.3.

Appears in 1 contract

Samples: Merger Agreement (Genoptix Inc)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Acceptance Time the resignation of each director the Company’s directors, which resignations shall be subject to the appointment and due election of each of directors designated by Parent in compliance with the Constituent Corporations, effective as of the Effective TimeCompany Charter and Company Bylaws.

Appears in 1 contract

Samples: Merger Agreement (Lumos Pharma, Inc.)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timerequired by Section 2.7.

Appears in 1 contract

Samples: Merger Agreement (Jounce Therapeutics, Inc.)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timerequired by Section 2.7.

Appears in 1 contract

Samples: Merger Agreement (Rain Oncology Inc.)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s directors as of the Effective Timeset forth in Section 1.4.

Appears in 1 contract

Samples: Transaction Agreement (VectivBio Holding AG)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent prior to and in connection with the Closing (to be effective as of the Effective Time) the resignation of each director of the Company and each of the Constituent Corporationsits subsidiaries (in each case, effective in their capacities as of the Effective Timedirectors and not employees).

Appears in 1 contract

Samples: Merger Agreement (Mips Technologies Inc)

Resignation of Directors. The Company shall use its commercially reasonable best efforts to obtain and deliver to Parent at or prior to the Closing the resignation of each director of each of the Constituent Corporations, effective as of Acquired Corporations other than the Effective TimeCompany.

Appears in 1 contract

Samples: Merger Agreement (Sun Pharmaceutical Industries LTD)

Resignation of Directors. The Company shall use its reasonable best efforts to obtain and deliver to Parent on or prior to the Closing Offer Acceptance Time the resignation of each director of each of the Constituent Corporations, effective Company’s and any other Acquired Corporation’s directors as of the Effective Timerequired by Section 1.3.

Appears in 1 contract

Samples: Merger Agreement (M/a-Com Technology Solutions Holdings, Inc.)

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