Common use of Directors Clause in Contracts

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the 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 his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving CorporationCompany as of the Effective Time, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and Company as amended as of the Effective Time, until his or her successor is their respective successors are duly elected or appointed (as the case may be) and qualified, or their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation as of the Effective Time and until their successors are duly appointed or elected in accordance with the articles of incorporation applicable law and bylaws of the Surviving Corporation Corporation's Certificate of Incorporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office Corporation from and after the Effective Time until the earlier of their death, resignation or removal in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and or until his or her successor is their respective successors are duly elected or appointed and qualified, as the case may be.

Directors. The directors of Merger Sub immediately prior to before the Effective Time shall will be the directors of the Surviving Corporation, each to hold office from Corporation after the Effective Time and will hold office in accordance with the articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedCorporation.

Directors. The At the Effective Time, the directors of the Surviving Corporation shall be the directors of Merger Sub immediately prior to the Effective Time Time, and such directors, together with any additional directors as may thereafter be elected, shall hold such office until such time as their successors shall be the 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 his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time Time, from and after the Effective Time, shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws by-laws of the Surviving Corporation and until his or her such director's successor is duly elected and qualifiedqualified in the manner provided in the Surviving Corporation's certificate of incorporation and by-laws, or as otherwise provided by applicable law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors --------- of the Surviving Corporation, each to hold office from the Effective Time until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Surviving Corporation's Articles of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-Laws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation Charter and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The At the Effective Time, the directors of Merger Sub immediately prior to the Effective Time shall be become the directors of the Surviving Corporation, each to hold office office, from and after the Effective Time Time, in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their respective successors shall have been duly elected and qualified, or until their earlier death, resignation or removal in accordance with the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation.

Directors. The directors of Merger 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 charter and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to 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 his or her successor is has been duly elected or appointed and qualifiedqualified or until his or her earlier death, resignation or removal in accordance with the Charter and the Bylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall will be the initial directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her such director's successor is duly elected and qualified.

Directors. The directors of Merger Sub Sub2 immediately prior to the Effective Time shall be the directors of the Surviving CorporationCorporation at the Effective Time, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her such director’s successor is duly elected and qualifiedqualified or until their earlier death, resignation or removal in accordance with the certificate of incorporation and by-laws of the Surviving Corporation.

Directors. The From and after the Effective Time, the directors of Merger Sub in office immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each Corporation and shall continue to hold such office from the Effective Time until their respective successors are duly elected or appointed in accordance with the articles manner provided in the Surviving Corporation Certificate of incorporation and Incorporation or bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedas otherwise provided by law or in the Stockholders Agreement.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors shall have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation Charter and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-Laws.

Directors. The members of the board of directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation Charter and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationCompany, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws, until their respective successors are duly elected or appointed and qualified in accordance with the certificate of incorporation and bylaws of the Surviving Corporation and or until his their earlier death, resignation or her successor is duly elected and qualifiedremoval.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation until their respective successors are duly elected or appointed and qualified in the Effective Time manner provided in accordance with the articles of incorporation and bylaws of the Surviving Corporation and Corporation, or until his their earlier death, resignation or her successor is duly elected and qualifiedremoval, or otherwise as provided by Law.

Directors. The directors At the Effective Time, the managers of Merger Sub as of immediately prior to the Effective Time shall be will become the directors of the Surviving Corporation, each to hold office from until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal, in each case as provided in the Effective Time in accordance with the articles of incorporation and bylaws Organizational Documents of the Surviving Corporation and until his or her successor is duly elected and qualifiedby applicable Law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation as of the Effective Time and until their successors are duly appointed or elected in accordance with applicable law, or until their earlier death, resignation or removal in accordance with the articles Merger Sub Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedMerger Sub Bylaws.

Directors. The directors of Merger 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 until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Surviving Corporation’s Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedby-laws.

Directors. The initial directors of the Surviving Company shall consist of the directors of Merger Sub as of immediately prior to the Effective Time shall be the directors of the Surviving CorporationTime, each to hold office from the Effective Time until their respective successors are duly elected or appointed and qualified, or until their earlier death, resignation or removal in accordance with the Surviving Company’s memorandum and articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedassociation.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to Company and will hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in accordance with the articles of incorporation and bylaws of manner provided in the Surviving Corporation Company Charter and until his the Surviving Company Bylaws or her successor is duly elected and qualifiedas otherwise provided by applicable law.

Directors. The directors of the Surviving Corporation will be the directors of Merger Sub immediately prior to the Effective Time Time, and such directors, together with any additional directors as may thereafter be elected, will hold such office until such time as their successors shall be the directors of the Surviving Corporationduly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The persons who are directors of Merger Sub immediately prior to the Effective Time shall shall, from and after the Effective Time, be the and become directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Surviving Corporation's Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger 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 certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal; provided, however, that immediately following the Effective Time, the Board of Directors of the Surviving Corporation shall be comprised of those individuals set forth on Schedule 2.6 hereto and shall include ▇▇▇▇▇▇ ▇.

Directors. The directors of Merger Sub Co immediately prior to 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 Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and Corporation, until his or her successor is their respective successors are duly elected or appointed and qualifiedqualified or until the earlier of their death, resignation, or removal.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualified.Corporation's Certificate of

Directors. The At the Effective Time, the directors of the Surviving Company will be the directors of Merger Sub as of immediately prior to the Effective Time shall be the directors of the Surviving CorporationTime, each to hold office from the Effective Time in accordance with the provisions of the CICA and the memorandum and articles of incorporation and bylaws association of the Surviving Corporation and Company until his or her successor is their respective successors are duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be serve as the initial directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his the earlier of such director’s resignation or her removal or such director’s successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Certificate of incorporation Incorporation and bylaws By-Laws of the Surviving Corporation and until his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each of such directors to hold office from office, subject to the Effective Time in accordance with applicable provisions of the articles Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and Corporation, until his the earlier of their resignation or her successor is removal or until their respective successors are duly elected and qualified, as the case may be.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall --------- shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Surviving Corporation's Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors have been duly elected and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Articles of incorporation and bylaws of the Surviving Corporation and until his Incorporation or her successor is duly elected and qualifiedBy-laws or as otherwise provided by law. ARTICLE IV EFFECT OF THE MERGER ON CAPITAL STOCK; EXCHANGE OF CERTIFICATES 4.1.

Directors. The directors of Merger Sub immediately prior to MergerSub 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 Articles 15 of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and until his or her such director's successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Articles and the By-Laws; provided that the board of incorporation and bylaws directors of the Surviving Corporation and until his shall, for the three years following the Effective Time, be comprised of three directors, of which one shall be an individual who was either an officer or her successor is duly elected and qualifieda director of the Company immediately prior to the Effective Time.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the Surviving Corporation’s articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified, each to hold office from the Effective Time or until their earlier death, resignation or removal, in accordance with the articles Surviving Corporation’s Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until their respective successors are duly elected or appointed and qualified in the manner provided in the articles of incorporation and bylaws of the Surviving Corporation, each to hold office from the Effective Time or until their earlier death, resignation or removal in accordance with the articles of incorporation and bylaws of the Surviving Corporation and until his Corporation, or her successor is duly elected and qualifiedotherwise as provided by applicable Law.

Directors. The directors of Merger Sub immediately prior to 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 certificate of incorporation and bylaws of the Surviving Corporation and until his or her such director’s successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their respective successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Surviving Corporation's Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-laws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the 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 Corporation, until his the earlier of their resignation or her successor is removal or until their respective successors are duly elected and qualified, in any case in the manner provided in the articles of incorporation and bylaws of the Surviving Corporation and in accordance with applicable law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationEntity, each to hold office from the Effective Time in accordance with the articles of incorporation and bylaws of the Surviving Corporation and Entity’s Organizational Documents until his or her such director’s successor is duly elected or appointed and qualified, or until the earlier of their death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationEntity, each to hold office from the Effective Time in accordance with the articles Surviving Entity Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and Entity Bylaws until his or her such director’s successor is duly elected or appointed and qualified, or until the earlier of their death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to 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 shall hold office until his or her successor is their respective successors are duly elected and qualified, or their earlier death, resignation or removal in accordance with applicable law and the Surviving Corporation's articles of incorporation and bylaws.

Directors. The directors of the Merger Sub immediately prior to as of the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation until their respective successors are duly elected and qualified in the Effective Time manner provided in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and or until his their earlier resignation or her successor is duly elected and qualifiedremoval or as otherwise provided by applicable Law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation immediately following the Effective Time Time, until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedCorporation.

Directors. The directors of Merger Sub immediately prior to the Effective Time (who shall be the same directors of Parent following the Closing as provided for herein) shall become the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles of incorporation and bylaws which individuals shall serve as directors of the Surviving Corporation and until his the earlier of their resignation or her successor is removal or their otherwise ceasing to be directors or until their respective successors are duly appointed or elected and qualifiedin accordance with applicable law.

Directors. The directors of the Merger Sub immediately prior to Subsidiary at the Effective Time shall be the directors of the Surviving Corporation, each to Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in accordance with the manner provided in the articles of incorporation and bylaws or by-laws of the Surviving Corporation and until his Corporation, or her successor is duly elected and qualifiedas otherwise provided by applicable law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation as of the Effective Time and until their successors are duly appointed or elected in accordance with applicable Law and the articles Surviving Corporation's certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors Directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to . Each of such directors shall hold office from the Effective Time in accordance with the articles Certificate of incorporation Incorporation and bylaws By-Laws of the Surviving Corporation and until his or her successor is duly elected and qualifiedCorporation.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their respective successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation, or removal in accordance with the articles Surviving Corporation's Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-laws.

Directors. The directors of Merger Sub as of immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each with the same rights and duties attendant thereto, as existed immediately prior to hold office from the Effective Time in accordance with at Merger Sub. Such directors shall hold their positions from and after the articles Effective Time until the earlier of incorporation and bylaws of the Surviving Corporation and their resignation or removal or until his or her successor is their respective successors are duly elected or appointed and qualifiedqualify in the manner provided in the Certificate of Incorporation and Bylaws, or as otherwise provided by applicable law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall will be the directors of the Surviving CorporationCorporation at the Effective Time, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her such director’s successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to effective as of the Effective Time shall be the initial directors of the Surviving Corporation, each to and shall hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from Corporation and will serve until their successors are duly elected or appointed and qualify in the Effective Time manner provided in accordance with the articles Certificate of incorporation and Incorporation or bylaws of the Surviving Corporation and or as otherwise provided by law, or until his their earlier death, resignation or her successor is duly elected and qualifiedremoval.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, in any case in the manner provided in the Certificate of Incorporation and Bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedin accordance with applicable Law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Amended and Restated Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and until his their respective death, permanent disability, resignation or her successor is removal or until their respective successors are duly elected and qualified.

Directors. The directors of Merger 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 until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Surviving Corporation’s certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Articles of incorporation Incorporation and bylaws By-Laws of the Surviving Corporation and until his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall to be the initial directors of the Surviving Corporation, each to who shall hold office from the Effective Time until their successors are duly elected or appointed and qualified, or until their earlier death, resignation or removal, in accordance with the articles Surviving Corporation’s certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors of Merger 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 Articles of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her such director's successor is duly elected or appointed and qualified.

Directors. The Unless otherwise determined by Torque prior to the Effective Time, the directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving CorporationCorporation immediately after the Effective Time, each to hold the office from of director of the Effective Time Surviving Corporation in accordance with the articles provisions of the DGCL and the certificate of incorporation and bylaws by-laws of the Surviving Corporation and until his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving CorporationEntity immediately after the Effective Time, each to hold the office from the Effective Time in accordance with the articles applicable provisions of the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation and Entity until his or her successor is their successors are duly elected or appointed and qualifiedqualified or their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified, each to hold office from the Effective Time or until their earlier death, resignation or removal, in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedCorporation.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving Corporation, each such directors to hold office from the Effective Time serve until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles of incorporation Surviving Corporation's Charter and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-Laws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCompany until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal, all in accordance with the articles Surviving Company’s Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to 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 certificate of incorporation and bylaws by-laws of the Surviving Corporation and until his or her successor is duly elected and qualified.

Directors. The directors of Merger 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 certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualifiedqualified or until their earlier death, resignation or removal.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationEntity, each to hold office from the Effective Time in accordance with the articles of incorporation and bylaws of the Surviving Corporation and Entity Bylaws until his or her such director’s successor is duly elected or appointed and qualifiedqualified or until such director’s earlier death, incapacity or removal in accordance with the Surviving Entity Bylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the same persons who are the initial directors of the Surviving Corporation, each to hold office from the Effective Time until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Surviving Corporation’s certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified, or their earlier death, resignation or removal, in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedas otherwise provided by Law.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their respective successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Surviving Corporation's Articles of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The From and after the Effective Time, the directors of the Surviving Corporation shall consist of the directors of Merger Sub as of immediately prior to the Effective Time shall be the directors of the Surviving CorporationTime, each to hold office from the Effective Time until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal in accordance with the Surviving Corporation’s articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationEntity, each to hold office from the Effective Time in accordance with the articles of incorporation and bylaws limited liability company agreement of the Surviving Corporation and Entity until his or her such director's successor is duly elected or appointed and qualified.

Directors. The directors of Merger 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 Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and until his or her such director's successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time MergerSub shall be the initial directors of the Surviving Corporation, each to hold office from the Effective Time until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Surviving Corporation’s Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-Laws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to hold office from the Effective Time until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the articles Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-laws.

Directors. The directors of Merger 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 certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their successors are duly elected or appointed and qualified.qualified or until their earlier death, resignation or removal; provided, however, that Parent shall cause each of Messrs.

Directors. The directors of the Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation, each to Corporation and will hold office from the Effective Time until their successors are duly elected or appointed and qualified in accordance with the articles manner provided in the certificate of incorporation and the bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedas otherwise provided by law.

Directors. The From and after the Effective Time, the directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to Corporation and they shall hold office from as provided in the Effective Time in accordance with the articles of incorporation and bylaws Bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedCorporation.

Directors. The directors of Merger 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 certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to Corporation and will hold office from the Effective Time until their respective successors are duly elected or appointed and qualify in accordance with the articles manner provided in the Certificate of incorporation and bylaws Incorporation or By-Laws of the Surviving Corporation and until his Corporation, or her successor is duly elected and qualifiedas otherwise provided by law.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Certificate of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and until his or her such director’s successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to Corporation and shall hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in accordance with the articles of incorporation and bylaws manner provided in the Bylaws of the Surviving Corporation and until his Corporation, or her successor is duly elected and qualifiedas otherwise provided by law.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall will be the initial directors of the Surviving CorporationCorporation upon consummation of the Merger, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their respective successors are duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to 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 shall hold office until his or her successor is their respective successors are duly elected and qualified, or their earlier death, incapacitation, retirement, resignation or removal, in accordance with the Charter and Bylaws.

Directors. The From and after the Effective Time, the directors of the Surviving Corporation shall consist of the directors of Merger Sub as of immediately prior to the Effective Time shall be the directors of the Surviving CorporationTime, each to hold office from the Effective Time until their respective successors are duly elected or appointed and qualified or their earlier death, resignation or removal in accordance with the articles Surviving Corporation's Memorandum and Articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedAssociation.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall be the directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles Articles of incorporation Incorporation and bylaws Bylaws of the Surviving Corporation and until his or her such director’s successor is duly elected or appointed and qualified.

Directors. The directors of the Merger Sub immediately prior to at the Effective Time shall will be the initial directors of the Surviving Corporation, each to Company and will hold office from the Effective Time until their respective successors are duly elected or appointed and qualified in accordance with the articles manner provided in the Memorandum of incorporation Association and bylaws the Articles of Association of the Surviving Corporation and until his Company or her successor is duly elected and qualifiedas otherwise provided by the Laws of the British Virgin Islands.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation Articles and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBy-laws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the directors of the Surviving CorporationCorporation until their successors are duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Surviving Corporation's Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of the Surviving Corporation will be the directors of Merger Sub Subsidiary immediately prior to the Effective Time Time, and such directors, together with any additional directors as may thereafter be elected, shall hold such office until such time as their successors shall be the directors of the Surviving Corporationduly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedBylaws.

Directors. The directors of Merger Sub immediately prior to at the Effective Time shall shall, from and after the Effective Time, be the initial directors of the Surviving CorporationCorporation until their successors have been duly elected or appointed and qualified or until their earlier death, each to hold office from the Effective Time resignation or removal in accordance with the articles of incorporation and bylaws of Charter, the Surviving Corporation and until his Bylaws or her successor is duly elected and qualifiedapplicable Law.

Directors. The At the Effective Time, the directors of Merger Sub as of immediately prior to the Effective Time shall will be the initial directors of the Surviving Corporation, each to hold office from the Effective Time in accordance with the articles certificate of incorporation and bylaws of the Surviving Corporation and until his or her successor is their respective successors are duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving CorporationEntity, each to hold office from the Effective Time in accordance with the articles Surviving Entity Certificate of incorporation Incorporation and bylaws of the Surviving Corporation and Entity Bylaws until his or her such director’s successor is duly elected or appointed and qualified.

Directors. The directors of Merger Sub immediately prior to 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 shall hold office until his or her successor is their respective successors are duly elected and qualified, or their earlier death, resignation or removal in accordance with applicable law and the Surviving Corporation’s articles of incorporation and bylaws.

Directors. The directors of Merger Sub immediately prior to the Effective Time shall be the initial --------- directors of the Surviving Corporation, each to hold office from the Effective Time until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation's articles of incorporation and bylaws of the Surviving Corporation and until his or her successor is duly elected and qualifiedbylaws.