Common use of Resignations of Directors and Officers Clause in Contracts

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Providence Service Corp), Agreement and Plan of Merger (GigOptix, Inc.), Agreement and Plan of Merger (5to1 Holding Corp.)

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Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, Company in office immediately prior to the Effective Time, Time shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Wright Medical Group N.V.), Agreement and Plan of Merger (MINDBODY, Inc.)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany and each Company Subsidiary, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Covad Communications Group Inc), Agreement and Plan of Merger (Covad Communications Group Inc), Agreement and Plan of Merger (Symantec Corp)

Resignations of Directors and Officers. The persons holding the positions directors and officers of a director or officer of the Company, Company in office immediately prior to the Effective Time, shall Time of the Merger will have resigned from such positions as directors of Company in writing effective as of the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Silicon Image Inc), Escrow Agreement (Silicon Image Inc), Escrow Agreement (Silicon Image Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, in office immediately prior to the Effective TimeTime of the First Merger, shall have resigned from such positions in writing effective as of the Effective TimeTime of the First Merger.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Opsware Inc), Agreement and Plan of Reorganization (Magma Design Automation Inc), Agreement and Plan of Reorganization (Opsware Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of each of the CompanyAcquired Companies, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Vonage Holdings Corp), Agreement and Plan of Merger (Vonage Holdings Corp)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyTarget, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 2 contracts

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

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany or any of its Subsidiaries, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bright Mountain Media, Inc.)

Resignations of Directors and Officers. The Except as otherwise determined by Parent, the persons holding the positions of a director or officer of the CompanyCompany or any Subsidiary, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective TimeTime or, with respect to officers, the boards of directors of the Company and its Subsidiaries shall have taken all action necessary to properly remove such officers from office.

Appears in 1 contract

Samples: Acquisition Agreement (Amn Healthcare Services Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer (or comparable position) of the Company, in office immediately prior to the Effective TimeClosing, shall have resigned from such positions in writing conditioned and effective as of the Effective TimeClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netscreen Technologies Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany or any Subsidiary, in office immediately prior to the First Effective Time, shall have resigned from such positions in writing effective as of the First Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Network Equipment Technologies Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany or any Subsidiary, in office immediately prior to the Effective TimeClosing, shall have resigned from such positions in writing effective as of the Effective TimeClosing by providing a resignation letter in the form provided by the Buyer.

Appears in 1 contract

Samples: Share Purchase Agreement (Wave Systems Corp)

Resignations of Directors and Officers. The persons holding the positions of a director or an officer of the Company, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Stockholder Support and Option Agreement (Mgi Pharma Inc)

Resignations of Directors and Officers. The Company will have delivered to Acquirer evidence satisfactory to Acquirer that all persons holding the positions position of a director or officer (or comparable position) of the Company, in office immediately prior to the Effective Time, shall have resigned in writing from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sonicwall Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of HoldCo and the Company, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Novume Solutions, Inc.)

Resignations of Directors and Officers. The persons Each person holding the positions position of a director or officer of the Company, in office Company immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time, pursuant to forms of resignation in form and substance satisfactory to Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clearone Communications Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or executive officer (or comparable position) of the Company, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time, other than those persons specified by Parent in writing to the Company (such notice to be received by the Company at least five Business Days prior to the Closing Date), and copies of such resignations shall have been delivered to Parent as of the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (GateHouse Media, Inc.)

Resignations of Directors and Officers. The persons holding the positions directors and officers of a director or officer of the Company, Company in office immediately prior to the Effective Time, shall Time will have resigned from such positions in writing as directors and officers of Company effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Evolving Systems Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer officer, as applicable, of the Company, Company in office immediately prior to the Effective Time, Closing shall have resigned from such positions in writing effective as of the Effective TimeClosing and such persons as selected by Buyer shall be appointed as the directors or officers, as applicable, of the Company effective as of the Closing (such resignations and new appointments, the “Board Change”).

Appears in 1 contract

Samples: Share Purchase Agreement (Sigma Designs Inc)

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Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, Company in office immediately prior to the Effective Time, Time shall have resigned from such positions in writing effective as of the Effective Time, unless otherwise requested by Acquirer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harte Hanks Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, in office either Company immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Novume Solutions, Inc.)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time. The current Chief Executive Officer of the Company shall have been terminated effective as of the Effective Time.

Appears in 1 contract

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

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany or any Subsidiary, in office immediately prior to the Effective TimeClosing, shall have resigned from such positions in writing effective as of the Effective Time.Closing by providing a resignation letter in the form attached as Exhibit I.

Appears in 1 contract

Samples: Share Purchase Agreement (Phoenix Technologies LTD)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the CompanyCompany and each Subsidiary, in office immediately prior to the Effective Time, shall have resigned from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Symantec Corp)

Resignations of Directors and Officers. The Except as otherwise determined by Parent, the persons holding the positions of a director or officer of the Company, in office immediately prior to the First Effective Time, shall have resigned from such positions in writing effective as of the First Effective Time.

Appears in 1 contract

Samples: Acquisition Agreement (Cell Therapeutics Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer officer, as applicable, of the Company, Group Companies in office immediately prior to the Effective Time, Closing shall have resigned from such positions in writing effective as of the Effective TimeClosing and such persons as selected by Buyer shall be appointed as the directors or officers, as applicable, of the Group Companies effective as of the Closing (such resignations and new appointments, the “Board Change”).

Appears in 1 contract

Samples: Share Purchase Agreement (Exar Corp)

Resignations of Directors and Officers. The persons holding the positions of a director and officer (or officer comparable position) of the Company, in office immediately prior to before the Effective Time, shall will have resigned from such positions (or comparable positions) in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Concur Technologies Inc)

Resignations of Directors and Officers. The persons Company shall (and the Shareholders shall cause the Company to) use commercially reasonable efforts to cause the Persons holding the positions of a director or corporate officer of the Company, in office immediately prior to the Effective Time, shall have resigned to resign from such positions in writing writing, with such resignations to be effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (P&f Industries Inc)

Resignations of Directors and Officers. The persons holding the positions of a director or officer of the Company, in office immediately prior to the Effective TimeClosing, shall have resigned from such positions in writing effective as of the Effective TimeClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Phoenix Technologies LTD)

Resignations of Directors and Officers. The All persons holding the positions position of a director or officer (or comparable position) of the CompanyCompany or any of its Subsidiaries, in office immediately prior to the Effective Time, shall will have resigned in writing from such positions in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Kana Software Inc)

Resignations of Directors and Officers. The persons holding the positions of a director and officer (or officer comparable position) of the CompanyCompany and each of its Subsidiaries, in office immediately prior to before the Effective Time, shall will have resigned from such positions (or comparable positions) in writing effective as of the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Concur Technologies Inc)

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