Common use of Directors of Surviving Corporation Clause in Contracts

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (NMS Communications Corp), Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Barracuda Networks Inc)

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Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and Law, the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified, or until their earlier resignation or removal.

Appears in 2 contracts

Samples: Agreement and Plan of Merger And (Network Appliance Inc), Agreement and Plan of Reorganization (Mediscience Technology Corp)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the The directors of Sub the Company immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after as of the Effective Time, each to hold until the office earlier of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation 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: Recapitalization Agreement (Readers Digest Association Inc), Recapitalization Agreement (Readers Digest Association Inc)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware California Law and the certificate articles of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Taleo Corp)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are his or her successor has been duly elected and qualified.

Appears in 1 contract

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

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate Certificate of incorporation Incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Aruba Networks, Inc.)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws Organizational Documents of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Electronic Arts Inc.)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the The directors of Sub in office immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation immediately after Corporation, and shall hold office from the Effective Time, each to hold Time until their respective successors are duly elected or appointed and qualified in the office of a director of the Surviving Corporation manner provided in accordance with the provisions of Delaware Law and the certificate of incorporation and or bylaws of the Surviving Corporation until Corporation, or as otherwise provided by law or their successors are duly elected and qualifiedearlier death, resignation or removal.

Appears in 1 contract

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

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware California Law and the certificate articles of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harmonic Inc)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law DGCL and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harmonic Inc)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Minnesota Law and the certificate articles of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Epicor Software Corp)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law the FBCA and the certificate Articles of incorporation Incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified, or until their earlier resignation or removal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Swisher Hygiene Inc.)

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Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate Certificate of incorporation Incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified, or until their earlier resignation or removal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Taleo Corp)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub as of immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, except that Parent shall remove one such director and shall appoint, effective as of the Effective Time, Xxxxxxx Xxx to serve in his place, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are his or her successor has been duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shanda Games LTD)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (On2 Technologies, Inc.)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Law the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Informatica Corp)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately from and after the Effective Time, each to hold Time until the office earlier of a director of the Surviving Corporation in accordance with the provisions of Delaware Law and the certificate of incorporation and bylaws of the Surviving Corporation their resignation or removal or until their respective successors are duly elected or appointed and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Litton Industries Inc)

Directors of Surviving Corporation. Unless otherwise determined by Parent prior to the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, each to hold the office of a director of the Surviving Corporation in accordance with the provisions of Delaware Colorado Law and the certificate articles of incorporation and bylaws of the Surviving Corporation until their successors are duly elected and qualified.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epicor Software Corp)

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