Common use of Directors and Officers of the Surviving Corporation Clause in Contracts

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation.

Appears in 20 contracts

Samples: Agreement and Plan of Merger (Centessa Pharmaceuticals LTD), Agreement and Plan of Merger (Akamai Technologies Inc), Agreement and Plan of Merger (Cornerstone Therapeutics Inc)

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Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Victoria's Secret & Co.), Agreement and Plan of Merger (Progress Software Corp /Ma), Agreement and Plan of Merger (Bottomline Technologies Inc /De/)

Directors and Officers of the Surviving Corporation. (a) The directors Directors and officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors Directors and officers of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Healthsouth Corp), Plan and Agreement of Merger (Health Images Inc), Agreement and Plan of Merger (Healthsouth Corp)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (I Many Inc), Agreement and Plan of Merger (Skillsoft Corp), Agreement and Plan of Merger (Smartforce Public LTD Co)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation Organization and By-laws of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Science & Engineering, Inc.), Agreement and Plan of Merger (Kronos Inc), Agreement and Plan of Merger (Bright Horizons Family Solutions Inc)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary Merger Partner immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate of Incorporation and By-laws Bylaws of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Critical Therapeutics Inc), Agreement and Plan of Merger (Cornerstone BioPharma Holdings, Inc.)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pinnacle Systems Inc), Agreement and Plan of Merger (Avid Technology Inc)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, and the officers of the Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, in each case to hold office in accordance with the Certificate certificate of Incorporation incorporation and By-laws bylaws of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Marblehead Corp), Agreement and Plan of Merger (Risley John Carter)

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Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws of the Surviving CorporationCorporation until the earlier of their death, resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (General Electric Co), Agreement and Plan of Merger (Idx Systems Corp)

Directors and Officers of the Surviving Corporation. (a) The directors and officers of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors and officers of the Surviving Corporation, each to hold office in accordance with the Certificate Articles of Incorporation and By-laws of the Surviving Corporation.

Appears in 1 contract

Samples: Plan and Agreement of Merger (America Service Group Inc /De)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal in accordance with the Certificate of Incorporation and By-laws of the Surviving Corporation.

Appears in 1 contract

Samples: Terms   Agreement (Airvana Inc)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate articles of Incorporation organization and By-laws bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Crane Co /De/)

Directors and Officers of the Surviving Corporation. (a) The directors of the Transitory Subsidiary Buyer immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Certificate certificate of Incorporation incorporation and Byby-laws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Serena Software Inc)

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