Directors. The directors of Sub 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.
Appears in 107 contracts
Samples: Agreement and Plan of Merger (Scios Inc), Agreement and Plan of Merger (Corio Inc), Agreement and Plan of Merger (DemandTec, Inc.)
Directors. The directors of Sub 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.
Appears in 67 contracts
Samples: Agreement and Plan of Merger (Reynolds American Inc), Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Imagex Com Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall be become, from and after the Effective Time, 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.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Egan Charles), Agreement and Plan of Merger (Sherrill Stephen), Agreement and Plan of Merger (Holmes Products Corp)
Directors. The directors of Sub 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.
Appears in 7 contracts
Samples: Rights Agreement (Union Texas Petroleum Holdings Inc), Merger Agreement (Centocor Inc), Agreement and Plan of Merger (Diatide Inc)
Directors. The directors of Sub 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 the Company shall procure, prior to and as a condition to the Closing, the resignation of each of its directors effective as of the Closing.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Asahi America Inc), Agreement and Plan of Merger (Integrated Health Services Inc), Agreement and Plan of Merger (Purdue Acquisition Corp)
Directors. The directors of Sub 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.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Yurie Systems Inc), Agreement and Plan of Merger (Lucent Technologies Inc), Agreement and Plan of Merger (Maxxim Medical Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the next annual meeting of stockholders of the Surviving Corporation (or until their earlier of their resignation or removal or removal) and until their respective successors are duly elected and qualified, as the case may be. The Company shall cause all directors of the Company to resign immediately prior to the Effective Time.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Retek Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall be continue as 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.
Appears in 5 contracts
Samples: Ii– Agreement and Plan of Merger (Anchor Gaming), Agreement and Plan of Merger (International Game Technology), Agreement and Plan of Merger (International Game Technology)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation Corporation, until the their successors 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 in accordance with the Surviving Corporation's certificate of incorporation and qualified, as the case may beby-laws.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (Foilmark Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall shall, from and after the Effective Time, 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.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Restaurant Brands International Inc.), Agreement and Plan of Merger (Osiris Therapeutics, Inc.), Agreement and Plan of Merger (Popeyes Louisiana Kitchen, Inc.)
Directors. The directors of Sub immediately prior to at 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.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Northbay Financial Corp), Agreement and Plan of Merger (Healthwatch Inc), Agreement and Plan of Merger (Flightsafety International Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation 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 in accordance with the Surviving Corporation’s certificate of incorporation and qualified, as the case may beby-laws.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Click Commerce Inc), Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (Illinois Tool Works Inc)
Directors. The directors of Sub 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 or appointed and qualified, as the case may be.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Penney J C Co Inc), Agreement and Plan of Merger (Genovese Leonard), Agreement and Plan of Merger (Genovese Drug Stores Inc)
Directors. The directors of Sub 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 or appointed and qualifiedqualified or until their earlier death, as resignation or removal in accordance with the case may becertificate of incorporation and bylaws of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cyan Inc), Agreement and Plan of Merger (Laboratory Corp of America Holdings), Agreement and Plan of Merger (Covance Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation 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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Ewok Acquisition Corp)
Directors. (a) The directors of Sub 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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (American Water Works Company, Inc.), Agreement and Plan of Merger (Rwe Aktiengesellschaft /Adr/), Agreement and Plan of Merger (American Water Works Co Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Articles of Incorporation and bylaws of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are such director's successor is duly elected or appointed and qualified, as the case may be.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Big Entertainment Inc), Agreement and Plan of Merger (Times Mirror Co /New/), Agreement and Plan of Merger (Hollywood Com Inc)
Directors. The directors of Sub 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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Curtis Helene Industries Inc /De/), Agreement and Plan of Merger (Curtis Helene Industries Inc /De/), Agreement and Plan of Merger (Conopco Acquisition Co Inc)
Directors. The directors of Sub Subsidiary 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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cross a T Co), Agreement and Plan of Merger (Urs Corp /New/), Agreement and Plan of Merger (Dames & Moore Group)
Directors. The At the Effective Time, the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation 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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Jorgensen Earle M Co /De/)
Directors. The directors of Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation until the earlier of their resignation or removal or and shall hold office until their respective successors are duly elected or appointed and qualified, as the case may beor their earlier death, resignation or removal.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Markel Corp), Agreement and Plan of Merger (Gryphon Holdings Inc), Agreement and Plan of Merger (Gryphon Holdings Inc)
Directors. The directors of Sub 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 suc cessors are duly elected and qualified, as the case may be.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Heartport Inc), Agreement and Plan of Merger (Collateral Therapeutics Inc)
Directors. The directors of Sub immediately prior to 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 qualified, as the case may be.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Red Hat Inc), Agreement and Plan of Merger (International Business Machines Corp), Agreement and Plan of Merger
Directors. The directors of Sub 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. The directors of Sub shall be apportioned among the classes of the board of directors of the Surviving Corporation so that the number of directors in each class shall be as nearly equal as possible.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Westinghouse Electric Corp), Agreement and Plan of Merger (Gaylord Entertainment Co), Agreement and Plan of Merger (Westinghouse Electric Corp)
Directors. The directors of Sub immediately prior to the Effective Time Time, together with Michael J. Gaughan, 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Boyd Gaming Corp), Agreement and Plan of Merger (Boyd Gaming Corp)
Directors. The directors of Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving Corporation until the their successors 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 in accordance with the Articles of Incorporation and qualified, as the case may beBy-Laws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Proffitts Inc), Agreement and Plan of Merger (Carson Pirie Scott & Co /Il/)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors direc tors 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 (Johnson & Johnson), Agreement and Plan of Merger (Johnson & Johnson)
Directors. The individuals who are the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until thereafter they cease to be directors in accordance with the earlier KGCC and the Articles of their resignation or removal or until their respective successors are duly elected Incorporation and qualified, as By-laws of the case may beSurviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Amvestors Financial Corp), Amended and Restated Agreement and Plan of Merger (Amerus Life Holdings Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall will be the directors of the Surviving Corporation until after the earlier Effective Time and will hold office in accordance with the By-Laws of their resignation or removal or until their respective successors are duly elected and qualified, as the case may beSurviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Radian Group Inc), Agreement and Plan of Merger (Enhance Financial Services Group Inc)
Directors. The directors of Sub immediately prior to the --------- Effective Time shall be the directors of the Surviving Corporation until as of the earlier of their resignation or removal or Effective Time and until their respective successors are duly appointed or elected and qualified, as the case may bein accordance with applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (MTL Inc), Agreement and Plan of Merger (Apollo Investment Fund Iii Lp)
Directors. The directors of Sub immediately prior to the Effective Time Time, together with Xxxxxxx X. Xxxxxxx, 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Coast Hotels & Casinos Inc), Agreement and Plan of Merger (Coast Hotels & Casinos Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation to hold office 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 (Chemfirst Inc), Agreement and Plan of Merger (Dupont E I De Nemours & Co)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until as of the earlier of their resignation or removal or Effective Time and until their respective successors are duly appointed or elected and qualified, as the case may bein accordance with applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Service Experts Inc), Agreement and Plan of Merger (MTL Inc)
Directors. The directors of Sub 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, unless they earlier die, resign or are removed, as the case may be.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Westwood Corp/Nv/), Agreement and Plan of Merger (L 3 Communications Corp)
Directors. The Company shall take such actions as are necessary to cause the directors of Sub immediately prior to the Effective Time shall to be the sole directors of the Surviving Corporation immediately following the Effective Time and such directors shall serve 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 (Talbots Inc), Agreement and Plan of Merger (TLB Merger Sub Inc.)
Directors. The initial directors of the Surviving Corporation shall be the directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or Time, 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 (Globalive Communications Corp.), Agreement and Plan of Merger (Yak Communications Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall will be the directors of the Surviving Corporation Corporation, until the earlier of their resignation successors have been duly elected or removal appointed and qualified or until their respective successors are duly elected earlier death, resignation, or removal in accordance with the Surviving Corporation's Articles of Incorporation and qualified, as the case may beBylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Micrion Corp /Ma/), Agreement and Plan of Merger (Philips Electronics N V)
Directors. The directors of Sub immediately prior to 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 or appointed and qualifiedqualified or until their respective earlier resignation or removal in the manner provided in the Certificate of Incorporation and the Bylaws of the Surviving Corporation, or otherwise as the case may beprovided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trilogy, Inc.), Agreement and Plan of Merger (Versata Inc)
Directors. The directors of Sub 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 or appointed or qualified, as or until their earlier death, resignation or removal in accordance with the case may becertificate of incorporation and by-laws of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Internet Commerce Corp), Agreement and Plan of Merger (Easylink Services Corp)
Directors. The directors of Sub immediately prior to the Effective Time shall will 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Readers Digest Association Inc), Agreement and Plan of Merger (Sterling Chemicals Inc)
Directors. The From and after the Effective Time, the directors of Sub immediately prior to the Effective Time shall be become the directors of the Surviving Corporation and shall serve on the Surviving Corporation’s board of directors 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 (Northwestern Corp), Agreement and Plan of Merger (Northwestern Corp)
Directors. The directors of Sub immediately prior to at 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Berkshire Hathaway Inc /De/), Agreement and Plan of Merger (Berkshire Hathaway Inc /De/)
Directors. The From and after the Effective Time, the directors of Sub 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.
Appears in 2 contracts
Samples: Agreement and Plan (Avery Dennison Corporation), Agreement and Plan of Merger (Paxar Corp)
Directors. The directors of Sub 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 Corporation, until their respective successors are have been duly elected or appointed and qualifiedqualified or until their earlier death, as resignation or removal in accordance with the case may beSurviving Corporation’s certificate of incorporation and bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Resonate Inc), Agreement and Plan of Merger (Resonate Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the next annual meeting of stockholders of the Surviving Corporation (or their earlier of their resignation or removal or removal) and until their respective successors are duly elected and qualified, as the case may be.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teletech Holdings Inc), Agreement and Plan of Merger (Newgen Results Corp)
Directors. The Subject to requirements of applicable Law, the directors of Sub 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Absolut Spirits CO INC), Agreement and Plan of Merger (Cruzan International, Inc.)
Directors. The directors of Sub 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Netframe Systems Inc), Agreement and Plan of Merger (Micron Technology Inc)
Directors. The directors of Sub 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mandaric Milan), Agreement and Plan of Merger (Willamette Industries Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation 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 in accordance with the Surviving Corporation's certificate of incorporation and qualified, as the case may beby-laws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (I Stat Corporation /De/), Agreement and Plan of Merger (I Stat Corporation /De/)
Directors. The From and after the Effective Time, the directors of 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Standard Microsystems Corp), Agreement and Plan of Merger (Atmel Corp)
Directors. The At the Effective Time, the directors of Sub immediately prior to the Effective Time shall be become 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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CD&R Associates VIII, Ltd.), Agreement and Plan of Merger (Emergency Medical Services CORP)
Directors. The directors of Sub ---------- 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. SECTION 2.07.
Appears in 1 contract
Samples: Agreement and Plan of Merger (International Business Machines Corp)
Directors. The directors of Acquisition Sub 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation and will hold office from the Effective Time until the earlier next annual stockholders' meeting of their resignation or removal or the Surviving Corporation and until their respective successors are shall be elected or appointed and shall be duly elected and qualified, as the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bastion Capital Fund Lp)
Directors. The 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 until immediately after the earlier Effective Time, each to hold the office of their resignation or removal or a director of the Surviving Corporation in accordance with the provisions of Illinois Law and the articles of incorporation and bylaws of the Surviving Corporation until their respective successors are duly elected and qualified, as the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Lantronix Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall be become, from and after the Effective Time, 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. SECTION 1.7.
Appears in 1 contract
Directors. The directors of Sub 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time Closing Date shall be become 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until immediately after the earlier Effective Time, each to hold the office of their resignation or removal or a director of the Surviving Corporation in accordance with the provisions of the TBCA, the articles of incorporation and bylaws of the Surviving Corporation until their respective successors are duly elected and qualified, or until their earlier resignation or removal. The directors of the Company immediately prior to the Effective Time shall cease to serve as directors immediately after the case may beEffective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Staktek Holdings Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors direc- tors 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 (Meridian Medical Technologies Inc)
Directors. The directors of Sub immediately prior to --------- 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 or appointed and qualifiedqualified in the manner provided in the Certificate of Incorporation and Bylaws of the Surviving Corporation, or otherwise as the case may beprovided by law.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation as at the Effective Time, 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 (Synaptic Pharmaceutical Corp)
Directors. The directors of Sub immediately prior to the Effective Time shall be become 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hill-Rom Holdings, Inc.)
Directors. The directors of Sub immediately prior to at 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Online System Services Inc)
Directors. The directors of Sub 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 the Company shall procure, prior to and as a condition to the Closing, the resignation of each of its directors effective as of the Closing. Section 2.07.
Appears in 1 contract
Samples: Agreement and Plan of Merger (WPG Corporate Development Associates v Lp)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation immediately after the Effective Time, 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 1 contract
Samples: Agreement and Plan of Merger (Thompson Creek Metals CO Inc.)
Directors. The directors of Sub immediately prior to the Effective Time shall become and 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.
Appears in 1 contract
Directors. The directors of Sub 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (McNaughton Apparel Group Inc)
Directors. The directors of Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation 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.
Appears in 1 contract
Directors. The directors of the Sub immediately prior to 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 qualified, as qualified in accordance with the case may beDGCL and the certificate of incorporation and bylaws of the Surviving Corporation.
Appears in 1 contract
Directors. The directors of Sub Sub, immediately prior to the Effective Time shall be become the directors of the Surviving Corporation Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualifiedappointed or elected, as the case may be, in accordance with the certificate of incorporation of the Surviving Corporation and applicable law. SECTION 1.07.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fleetwood Enterprises Inc/De/)
Directors. The directors of Sub immediately prior to at the Effective Time shall shall, after the Effective Time, be the directors of the Surviving Corporation Corporation, each to hold office from the Effective Time and until the his or her successor is duly appointed and qualified or until his or her earlier of their death, resignation or removal or until their respective successors are duly elected in accordance with the Surviving Corporation Certificate of Incorporation and qualified, as the case may beSurviving Corporation Bylaws.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time --------- shall be the directors of the Surviving Corporation and will hold office from the Effective Time until the earlier next annual stockholders' meeting of their resignation or removal or the Surviving Corporation and until their respective successors are shall be elected or appointed and shall be duly elected and qualified, as the case may be.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are such director's successor is duly elected or appointed and qualified, as the case may be.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall be become the directors of the Surviving Corporation until at and as of the earlier of their resignation or removal or until Effective Time (retaining their respective successors are duly elected and qualified, as the case may beterms of office).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Exploration Co of Delaware Inc)
Directors. The directors of Sub immediately prior to at the Effective Time shall --------- be the directors of the Surviving Corporation and will hold office from the Effective Time until the earlier next annual stockholders' meeting of their resignation or removal or the Surviving Corporation and until their respective successors are shall be elected or appointed and shall be duly elected and qualified, as the case may be.
Appears in 1 contract
Directors. The 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 until immediately after the earlier Effective Time, each to hold the office of their resignation or removal or a director of the Surviving Corporation in accordance with the provisions of Connecticut Law and the certificate of incorporation and bylaws of the Surviving Corporation until their respective successors are duly elected and qualified, as the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Lantronix Inc)
Directors. The As of the Effective Time, directors of Sub immediately prior to in office on the Effective Time date of execution hereof 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Eastgroup Properties)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation from the Effective Time until changed in accordance with applicable laws and the earlier Articles of their resignation or removal or until their respective successors are duly elected Incorporation and qualified, as Bylaws of the case may beSurviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Gadzoox Networks Inc)
Directors. The Subject to Section 2.03, the directors of Sub 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall be shall, from and after the Effective Time, become 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chart Industries Inc)
Directors. The directors of the Sub 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 qualifiedqualified or until their earlier death, as resignation or removal in accordance with the case may beterms of Surviving Corporation's Certificate of Incorporation and By-Laws and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Diamond Shamrock Inc)
Directors. The From and after the Effective Time, the directors of the Sub immediately prior to the Effective Time shall be become the directors of the Surviving Corporation until and shall serve on the earlier Surviving Corporation’s board of their resignation or removal or directors, until their respective successors are duly elected and qualified, as the case may be.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.)
Directors. The directors of Sub immediately prior to at the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office in accordance with the Articles of Incorporation and Bylaws of the Surviving Corporation and until the earlier of their resignation his or removal or until their respective successors are her successor is duly elected and qualifiedqualified in accordance with State Law or until his or her earlier death, as the case may beresignation or removal.
Appears in 1 contract
Samples: Stock Acquisition Agreement and Plan of Merger (Crescent Operating Inc)
Directors. The directors of Sub 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.. 7
Appears in 1 contract
Samples: Agreement and Plan of Merger (Burger King Holdings Inc)
Directors. The At the Effective Time, the directors of Sub --------- 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall shall, after the Effective Time, be the directors of the Surviving Corporation Corporation, each to hold office from the Effective Time and until the his or her successor is duly appointed and qualified or until his or her earlier of their death, resignation or removal or until their respective successors are duly elected in accordance with the Surviving Corporation Articles of Incorporation and qualified, as the case may beSurviving Corporation Bylaws.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall shall, from and after the Effective Time, 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Vicuron Pharmaceuticals Inc)
Directors. The directors of the Sub 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Providence Service Corp)
Directors. The directors of Sub immediately prior to at the Effective Time and the person(s) listed in Schedule 1.06, 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.
Appears in 1 contract
Directors. The directors and officers of Sub immediately prior to at the Effective Time shall time shall, from and after the Effective Time, be the directors and officers of the Surviving Corporation until the successors of all such persons 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 in accordance with the Surviving Corporation's articles of incorporation and qualified, as the case may beby-laws.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall --------- be the directors of the Surviving Corporation Corporation, until the earlier next annual shareholders' meeting of their resignation or removal or the Surviving Corporation and until their respective successors are shall be elected or appointed and shall be duly elected and qualified, as the case may be.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall will 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. 2.7.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Valero Refining & Marketing Co)
Directors. The directors of Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation until the earlier of their resignation or removal or and shall hold such positions until their respective successors are duly elected and qualified, as the case may beor their earlier death, resignation or removal.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Odyssey Investment Partners Fund LLC)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation Amalgamated 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 Amalgamation (Aes China Generating Co LTD)
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation resignation, removal or removal death or until their respective successors are duly elected and qualified, as the case may be.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or Corporation, who shall serve until their respective successors are duly elected and qualifiedqualified in the manner provided in the Articles of Incorporation and By-Laws of the Surviving Corporation, or as the case may beotherwise provided by law.
Appears in 1 contract
Directors. The directors of Sub immediately prior to at the Effective Time shall will 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.
Appears in 1 contract
Directors. The directors of Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation and shall hold office in accordance with the certificate of incorporation and 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 be.
Appears in 1 contract
Samples: Agreement and Plan of Merger (AutoNavi Holdings LTD)
Directors. The directors of Sub immediately prior to at the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the Articles of Incorporation and bylaws of the Surviving Corporation and 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.. Section 1.7
Appears in 1 contract
