Common use of Directors; Officers Clause in Contracts

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Rubicon Project, Inc.), Agreement and Plan of Merger (Eclipsys Corp), Agreement and Plan of Merger (AOL Inc.)

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Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedCorporation, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Blackbaud Inc), Agreement and Plan of Merger (Gilat Satellite Networks LTD), Agreement and Plan of Merger (Kratos Defense & Security Solutions, Inc.)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time Purchaser shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time Company shall be the officers of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Ingersoll Rand Co), Agreement and Plan of Merger (Nielsen Media Research Inc), Agreement and Plan of Merger (Symbol Technologies Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Nn Inc), Agreement and Plan of Merger (Zayo Group LLC), Agreement and Plan of Merger (Infor, Inc.)

Directors; Officers. From and after the Effective Time, (a) ------------------- the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 5 contracts

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

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their death, resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Premierwest Bancorp), Agreement and Plan of Merger (SP Bancorp, Inc.)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to at the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedCorporation, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Milestone Properties Inc), Agreement and Plan of Merger (Concord Assets Group Inc), Agreement and Plan of Merger (BCT International Inc /)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Document Sciences Corp), Agreement and Plan of Merger (ExlService Holdings, Inc.), Agreement and Plan of Merger (Spark Networks Inc)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Corporation, in each case until their respective successors are duly elected and qualifiedqualified or until their death, as resignation or removal in accordance with the case may beDGCL and the certificate of incorporation and bylaws of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Integra Lifesciences Holdings Corp), Agreement and Plan of Merger (Isotis Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time Company shall be the officers of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected appointed and qualified, as the case may be.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Associated Materials Inc), Agreement and Plan of Merger (AMH Holdings, Inc.)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to at the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedCorporation, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 2 contracts

Samples: Exhibit 2 Agreement and Plan of Merger (Taco Cabana Inc), Agreement and Plan of Merger (Carrols Corp)

Directors; Officers. From and (a) Immediately after the Effective Time, (a) the directors of Merger Sub serving immediately prior to at the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be. In furtherance thereof, the Company shall secure, effective at the Effective Time, resignations of all of its incumbent directors (the “Company Board”), and (b) the officers Company shall take all actions available to the Company to cause the directors of Merger Sub serving immediately prior to be so elected or appointed at the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beTime.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Us Dry Cleaning Corp), Agreement and Plan of Merger (Us Dry Cleaning Corp)

Directors; Officers. From and (a) Immediately after the Effective Time, (a) the directors of Merger Sub serving immediately prior to before the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be. In furtherance thereof, the Company shall secure, effective at the Effective Time, resignations of all of the incumbent directors of the Company Board, and (b) the officers Company shall take all actions available to the Company to cause the directors of Merger Sub serving immediately prior to be so elected or appointed at the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beTime.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.), Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their 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 (Duckhorn Portfolio, Inc.), Agreement and Plan of Merger (Pitney Bowes Inc /De/)

Directors; Officers. From and after At the Effective Time, (a) the : The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to after the Effective Time shall be Time, each to hold the officers office of a director of the Surviving Corporation in accordance with the provisions of the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation until the earlier of their resignation his or removal or until their respective successors are her successor is duly elected and qualified, as the case may be.

Appears in 2 contracts

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

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time Company shall be the officers of the Surviving Corporation Corporation, until the earlier of their 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 (Impac Medical Systems Inc), Agreement and Plan of Merger (Elekta AB)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Corporation, until the earlier of their 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 (Abt Building Products Corp), Agreement and Plan of Merger (Louisiana Pacific Corp)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected Company and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Company, in each case, until their respective successors are duly elected and qualifiedqualified or until their death, resignation or removal in accordance with the DGCL and the certificate of incorporation and by-laws of the Surviving Company, as the case may beapplicable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cowen Group, Inc.), Agreement and Plan of Merger (Labranche & Co Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 2 contracts

Samples: Amended and Restated Agreement and Plan of Merger (STR Holdings LLC), Summary of Terms for Employment Agreement (STR Holdings (New) LLC)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to at the Effective Time shall be the initial directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedCorporation, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their 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 (Firstcom Corp), Agreement and Plan of Merger (At&t Latin America Corp)

Directors; Officers. From and after At the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, to hold office until the earlier of their resignation such time as such directors resign, are removed or removal or until their respective successors are duly elected or appointed and qualified, as the case may be, and (b) the . The officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Corporation, to hold office until the earlier of their resignation such time as such officers resign, are removed or removal or until their respective successors are duly elected or appointed and qualified, as the case may be.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (MeiraGTx Holdings PLC), Agreement and Plan of Merger (MeiraGTx Holdings PLC)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Survivor until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, qualified and (b) the officers of Merger the Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Survivor until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Adept Technology Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) except as set forth in Exhibit 2.5 hereto, the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dole Food Co Inc)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until and, unless otherwise directed by Parent in writing prior to the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedEffective Time, as the case may be, and (b) the officers of Merger Sub serving the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Corporation, in each case until their respective successors are duly elected and qualifiedqualified or until their death, as resignation or removal in accordance with the case may beDGCL and the certificate of incorporation and bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (E-Z-Em, Inc.)

Directors; Officers. From The directors of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation until the earlier of their resignation or removal or Company, each to hold office until their respective successors are duly elected or appointed and qualified, as the case may beor until their earlier death, and (b) resignation or removal. Each of the officers of Merger Sub serving the Company immediately prior to the Effective Time shall shall, from and after the Effective Time, be the initial officers of the Surviving Corporation until the earlier of their resignation or removal or Company, each to hold office until their respective successors are duly elected or appointed and qualified, as the case may beor until their earlier death, resignation or removal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rent a Center Inc De)

Directors; Officers. From and after (a) The directors of the Company immediately prior to the Effective Time shall resign as of the Effective Time, (a) the . The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Flir Systems Inc)

Directors; Officers. From and (a) Immediately after the Effective Time, (a) the directors of Merger Sub serving immediately prior to at the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected or appointed and qualifiedqualified in accordance with the Surviving Corporation's articles of incorporation and bylaws. In furtherance thereof, as the case may beCompany shall secure, effective at the Effective Time, resignations of all of its incumbent directors (the "Company Board"), and (b) the officers Company shall take all actions available to the Company to cause the directors of Merger Sub serving immediately prior to be so elected or appointed and qualified at the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beTime.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Con-Way Inc.)

Directors; Officers. From The directors and the officers of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors and officers, respectively, of the Surviving Corporation until the their successors shall have been duly elected or appointed and qualified or until their earlier of their death, resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of in accordance with the Surviving Corporation until the earlier Corporation’s certificate of their resignation or removal or until their respective successors are duly elected incorporation and qualified, as the case may bebylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inogen Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation resignation, death or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation resignation, death or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kenexa Corp)

Directors; Officers. From and after the Effective Time, (ai) the directors of Merger Sub serving immediately prior to the Effective Time MergerCo shall be the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (bii) the officers of Merger Sub serving immediately prior to the Effective Time Company shall be the officers of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oao Technology Solutions Inc)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall will be the initial directors of the Surviving Corporation until and will hold office from the earlier of their resignation or removal or Effective Time until their respective successors are duly elected or appointed and qualified, as qualified in the case may be, manner provided in the certificate of incorporation and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers bylaws of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beotherwise provided by Law.

Appears in 1 contract

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

Directors; Officers. From and (a) Immediately after the Effective Time, (a) the directors of Merger Sub serving immediately prior to before the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be. In furtherance thereof, and (b) the officers of Merger Sub serving immediately prior to Company shall secure, effective at the Effective Time shall be the officers Time, resignations of all of the Surviving Corporation until incumbent directors of the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beCompany Board.

Appears in 1 contract

Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)

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Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected Company and qualified, as the case may be, and (b) the officers of Merger Sub serving the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Company, in each case, until their respective successors are duly elected and qualifiedqualified or until their death, as resignation or removal in accordance with the case may beAct and the limited liability company agreement of the Surviving Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cifc LLC)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to at the Effective ------------------- Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedCorporation, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BCT International Inc /)

Directors; Officers. From and after the Effective Time, (a) the ------------------- directors and officers of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

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

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedand, as the case may beunless otherwise directed in writing by Parent, and (b) the officers of Merger Sub serving the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Corporation, in each case until their respective successors are duly elected and qualifiedqualified or until their death, as resignation or removal in accordance with the case may bePBCL and the certificate of incorporation and bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Verticalnet Inc)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until immediately following the earlier of their resignation or removal or Effective Time, until their respective successors are duly elected or appointed and qualifiedqualified or their earlier death, as resignation or removal in accordance with the case may be, certificate of incorporation and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers by-laws of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medassets Inc)

Directors; Officers. From and after the Effective Time, (a) the directors and officers of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shutterfly Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub MergerCo serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub the Company serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sun Healthcare Group Inc)

Directors; Officers. From and after the Effective Time, (a) the directors and officers of Merger Sub serving immediately prior to the Effective Time shall be the directors and officers, respectively, of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Adept Technology Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be and constitute all of the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be and constitute all of the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Autobytel Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Escrow Agreement (Lawson Software, Inc.)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedI, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Bakbone Software Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time individuals set forth on Exhibit B shall be the serve as officers of the Surviving Corporation Company in the capacities set forth opposite such individuals’ named until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Apria Healthcare Group Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

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

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, be and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integral Systems Inc /Md/)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation until Corporation, each to hold office in accordance with the earlier certificate of their resignation or removal or incorporation and the bylaws of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation qualified or until the earlier of their resignation death, resignation, or removal or removal. The officers of the Company shall be the initial officers of the Surviving Corporation, in each case 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 (S.D. Shepherd Systems, Inc.)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected Company and qualified, as the case may be, and (b) the officers of Merger Sub serving the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or Company, in each case, until their respective successors are duly elected and qualifiedqualified or until their death, as resignation or removal in accordance with the case may beDGCL and the certificate of incorporation and bylaws of the Surviving Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Artio Global Investors Inc.)

Directors; Officers. From and after the Effective Time, (ai) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, qualified and (bii) the officers of Merger Mxxxxx Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spectrum Pharmaceuticals Inc)

Directors; Officers. From Each of the directors of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation until the earlier of their resignation or removal or Company, each to hold office until their respective successors are duly elected or appointed and qualified, as the case may beor until their earlier death, and (b) resignation or removal. Each of the officers of Merger Sub serving the Company immediately prior to the Effective Time shall shall, from and after the Effective Time, be the initial officers of the Surviving Corporation until the earlier of their resignation or removal or Company, each to hold office until their respective successors are duly elected or appointed and qualified, as the case may beor until their earlier death, resignation or removal.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prudential Financial Inc)

Directors; Officers. From and after the Effective Time, (a) the directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation Company until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation Company until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (On Semiconductor Corp)

Directors; Officers. From and after the Effective Time, (a) the The directors of Merger Sub serving immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be, and (b) the . The officers of Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Neustar Inc)

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