Common use of Director Resignations Clause in Contracts

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries to be effective upon the consummation of the Merger.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (American Fiber Systems, Inc.), Agreement and Plan of Merger (Djo Inc), Agreement and Plan of Merger (Biomet Inc)

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Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Company’s Subsidiaries to be effective upon the consummation of the Merger. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Us Unwired Inc), Agreement and Plan of Merger (Sprint Corp), Agreement and Plan of Merger (Sprint Corp)

Director Resignations. The Company shall cause to be delivered to the Parent resignations of all the directors of the Company and its the Subsidiaries to be effective upon the consummation of the Merger. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by the Parent to fill such vacancies.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Ivillage Inc), Agreement and Plan of Merger (United Parcel Service Inc), Agreement and Plan of Merger (Women Com Networks Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries (other than those designated by Parent) to be effective upon the consummation of the Merger.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Promotions Com Inc), Agreement and Plan of Merger (Ivillage Inc), Agreement and Plan of Merger (Ivillage Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all of the directors of the Company and its Company’s Subsidiaries to be effective upon the consummation of the Merger. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (RCN Corp /De/), Agreement and Plan of Merger (NEON Communications Group, Inc.)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all of the non-independent directors of the Company and its Company’s Subsidiaries to be effective upon the consummation of the REIT Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Prime Group Realty Trust), Agreement and Plan of Merger (Prime Group Realty Trust)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Company’s Subsidiaries to be effective upon the consummation of the MergerEffective Time. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (iPCS, INC), Agreement and Plan of Merger (Sprint Nextel Corp)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Company's Subsidiaries to be effective upon the consummation purchase of at least a majority of the Mergeroutstanding shares of Company Common Stock by Buyer pursuant to the Initial Offer. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (General Electric Co), Agreement and Plan of Merger (Showpower Inc)

Director Resignations. The Company shall use its commercially reasonable efforts to cause to be delivered to Parent resignations of all the directors of the Company and its Company's Subsidiaries to be effective upon the consummation of the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rocket Software Inc), Agreement and Plan of Merger (Odwalla Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Company's Subsidiaries to be effective upon the consummation purchase of outstanding shares of Company Common Stock by Sub pursuant to the MergerInitial Offer. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Harland John H Co), Agreement and Plan of Merger (Cfi Proservices Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries to be effective upon at the consummation of the MergerEffective Time. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (General Electric Co), Agreement and Plan of Merger (Bha Group Inc)

Director Resignations. The Company shall cause to be --------------------- delivered to Parent resignations of all the directors of the Company and its Company's Subsidiaries to be effective upon the consummation of the Merger. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 2 contracts

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

Director Resignations. The Company shall use its best efforts to cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries to be effective upon the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bristol West Holdings Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all of the directors of the Company and its the Company Subsidiaries to be effective upon at the consummation of the MergerEffective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cypress Communications Holding Co Inc)

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Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its the Subsidiaries to be effective upon the consummation of the MergerEffective Time. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 1 contract

Samples: Agreement of Merger (Overnite Corp)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries (except to the extent agreed by Parent and the applicable member of the Company’s Board of Directors) to be effective (subject to Section 1A.3) upon the earlier of the Share Purchase Date and the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Biomet Inc)

Director Resignations. The Company shall cause to be delivered to Parent Buyer resignations of all the directors of the Company and its Subsidiaries to be effective upon the consummation of the MergerMerger or at such earlier time as may be agreed by the parties hereto. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Buyer to fill such vacancies.

Appears in 1 contract

Samples: Agreement and Plan of Merger (National Service Industries Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all of the directors of the Company and its Company's Subsidiaries to be effective upon the consummation of the Merger. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Loehmanns Holdings Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Subsidiaries to be effective upon the consummation of the MergerMerger (other than directors designated by Parent pursuant to Section 1.4 hereto).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Topps Co Inc)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and each of its Subsidiaries to be effective upon the consummation of the MergerEffective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Earthlink Inc)

Director Resignations. The Company shall use its commercially reasonable efforts to cause to be delivered to Parent resignations of all the directors of the Company and its Company’s Subsidiaries to be effective upon the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tcsi Corp)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its Company's Subsidiaries to be effective upon the consummation of the Merger.. The Company shall cause such directors, prior to resignation, to appoint new directors nominated by Parent to fill such vacancies. Section 5.14

Appears in 1 contract

Samples: Agreement and Plan of Merger (American Telecasting Inc/De/)

Director Resignations. The Company shall cause to be delivered to Parent resignations of all the directors of the Company and its the Subsidiaries to be effective upon the consummation of the Merger.Effective

Appears in 1 contract

Samples: Agreement of Merger (United Parcel Service Inc)

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