Director Resignations. On the Closing Date, the Company shall cause to be delivered to Parent duly executed resignations, effective as of the Effective Time, of each member of the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoing.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Gillette Co), Agreement and Plan of Merger (American Water Works Company, Inc.), Agreement and Plan of Merger (Procter & Gamble Co)
Director Resignations. On Prior to the Closing, other than with respect to any directors identified by Parent in writing to the Company two days prior to the Closing Date, the Company shall cause to be delivered deliver to Parent duly resignations executed resignations, effective as by each director of the Company in office immediately prior to the Effective Time, of each member of which resignations shall be effective at the Board of Directors of Effective Time and which resignations shall not have been revoked or be revoked prior to the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Presstek Inc /De/), Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc)
Director Resignations. On At the Closing, other than with respect to any directors identified by Parent in writing to the Company five (5) days prior to the Closing Date, the Company shall cause to be delivered deliver to Parent duly resignations executed resignations, effective as by each director of the Company in office immediately prior to the Effective Time, of each member of which resignations shall be effective at the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Wyndham Worldwide Corp), Agreement and Plan of Merger (Wyndham Hotels & Resorts, Inc.), Agreement and Plan of Merger (La Quinta Holdings Inc.)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly prior to the Closing resignations executed resignations, effective by each director of the Company in office as of immediately prior to the Effective Time and effective upon the Effective Time, of each member of the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Linear Technology Corp /Ca/), Agreement and Plan of Merger (InvenSense Inc), Agreement and Plan of Merger (Analog Devices Inc)
Director Resignations. On Prior to the Closing, other than with respect to any directors identified by Parent in writing to the Company two (2) calendar days prior to the Closing Date, the Company shall cause to be delivered deliver to Parent duly resignations executed resignations, effective as by each director of the Company in office immediately prior to the Effective Time, of each member of which resignations shall be effective at the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ourpets Co), Agreement and Plan of Merger (Campus Crest Communities, Inc.)
Director Resignations. On the Closing Date, the Company shall cause to be delivered to Parent duly executed resignations, effective as of the Effective Time, of each member all members of the Board respective Boards of Directors of the Company and its Subsidiaries and shall take such other action as is necessary to accomplish the foregoing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Florida Public Utilities Co), Agreement and Plan of Merger (Chesapeake Utilities Corp)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly resignations executed resignations, effective as of the Effective Time, of by each member of the Board of Directors director of the Company and its Subsidiaries in office immediately prior to the Effective Time (other than with respect to any directors identified by Parent in writing to the Company two (2) Business Days prior to the Closing Date), which resignations shall take such other action as is necessary to accomplish be effective at the foregoingEffective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zayo Group LLC), Agreement and Plan of Merger (Abovenet Inc)
Director Resignations. On Prior to the Closing DateClosing, the Company shall cause to be delivered to Parent duly resignations executed resignations, effective by each director of the Company in office as of immediately prior to, and effective upon, the Effective Time, and the Company shall reasonably cooperate with Parent in preparing for the replacement, upon the Effective Time, of each member of the Board of Directors directors and officers of the Company and shall take such other action as is necessary to accomplish the foregoingSubsidiaries with those Persons designated by Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Advantage Corp), Agreement and Plan of Merger (Sterling Check Corp.)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly executed prior to the Closing resignations, effective in form and substance reasonably satisfactory to Parent, executed by each director of the Company in office as of immediately prior to the First Effective Time, of in each member of case, conditioned and effective upon the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoingFirst Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lemonade, Inc.), Agreement and Plan of Merger (Metromile, Inc.)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly executed prior to the Closing resignations, effective in form and substance reasonably satisfactory to Parent, executed by each director of the Company in office as of immediately prior to the Effective Time, of in each member of case, conditioned and effective upon the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Advanced Micro Devices Inc), Agreement and Plan of Merger (Xilinx Inc)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly prior to the Closing resignations executed resignations, effective by each director of the Company in office as of immediately prior to the Effective Time, of in each member of case, conditioned and effective upon the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Maxim Integrated Products Inc), Agreement and Plan of Merger (Analog Devices Inc)
Director Resignations. On the Closing DateIf requested by Parent, the Company shall cause to be delivered to Parent duly prior to the Closing resignations executed resignations, effective by each director of the Company in office as of immediately prior to the Effective Time and effective upon the Effective Time, of each member of the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (DISH Network CORP), Agreement and Plan of Merger (EchoStar CORP)
Director Resignations. On the Closing Date, the Company shall cause to be delivered to - Parent duly executed resignations, effective as of the Effective Time, of each member of the Board of Directors of the Company and shall take such other action as is necessary to accomplish the foregoing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jiffy Lube International Inc)
Director Resignations. On The Company shall deliver to Parent on the Closing Date, the Company shall cause in a form reasonably satisfactory to be delivered to Parent duly executed resignationsParent, effective as resignation letters of the Effective Time, of each member members of the Board of Directors of the Company and shall take such other action as is necessary each Subsidiary of the Company, effective at or immediately prior to accomplish the foregoingEffective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Princeton Security Technologies, Inc.)
Director Resignations. On the Closing Date, the The Company shall cause to be delivered to Parent duly resignations executed resignations, effective as of the Effective Time, of by each member of the Board of Directors director of the Company and its Subsidiaries in office immediately prior to the Effective Time (other than with respect to any directors identified by Parent in writing to the Company two Business Days prior to the Closing Date), which resignations shall take such other action as is necessary to accomplish be effective at the foregoingEffective Time.
Appears in 1 contract
Director Resignations. On The Company shall deliver to Parent on the Closing Date, the Company shall cause in a form reasonably satisfactory to be delivered to Parent duly executed resignationsParent, effective as resignation letters of the Effective Time, of each member members of the Board of Directors of Directors, effective at or prior to the Company and shall take such other action as is necessary to accomplish the foregoingEffective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Eresearchtechnology Inc /De/)
Director Resignations. On the Closing Date, Xxxxx and Xxxxxxx Xxxxxxxxxxx shall each deliver to the Company shall cause to be delivered to Parent duly executed resignations, effective as of the Effective Time, of each member of their resignations from the Board of Directors of the Company Company, effective as of the Closing Date, in form and shall take such other action as is necessary substance reasonably acceptable to accomplish the foregoingCompany.
Appears in 1 contract
Samples: Securities Purchase Agreement (Childrens Place Retail Stores Inc)
