Managers; Officers Sample Clauses

Managers; Officers. Unless there is a Conversion Event, the managers and officers of Merger Sub immediately prior to the Effective Time shall be the managers and officers of the Surviving Company until their respective successors are duly elected and qualified or until their death, resignation or removal in accordance with the LLCA and the certificate of formation and operating agreement of the Surviving Company. If there is a Conversion Event, the directors and officers of Merger Sub immediately prior to the Effective Time shall be the directors and officers of the Surviving Company until their respective successors are duly elected and qualified or until their death, resignation or removal in accordance with the DGCL and the certificate of incorporation and bylaws of the Surviving Company.
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Managers; Officers. From and after the Earthbound Effective Time, (i) the managers of Earthbound Merger Sub serving immediately prior to the Earthbound Effective Time shall be the managers of the Earthbound Surviving Company until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be and (ii) the officers of Earthbound I serving immediately prior to the Earthbound Effective Time shall be the officers of the Earthbound Surviving Company until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.
Managers; Officers. The managers of Purchaser immediately prior to the Effective Time shall be the managers of the Surviving Company as of the Effective Time until their successors are elected and qualified. The officers of Purchaser immediately prior to the Effective Time shall be the officers of the Surviving Company as of the Effective Time until their successors are elected and qualified.
Managers; Officers. The managers of Merger Sub immediately prior to the Effective Date shall be the managers of the Surviving Company and the officers of Merger Sub immediately prior to the Effective Date shall be the officers of the Surviving Company, in each case until their respective successors are duly elected and qualified or until their death, resignation or removal in accordance with the LLCA and the certificate of formation and operating agreement of the Surviving Company.
Managers; Officers. 3 Section 1.9. Effect on Capital Stock................................................................4 Section 1.10. Treatment of Options, Warrants and Other Stock Awards..................................5
Managers; Officers. From and after the Effective Time, (a) the managers of JGW Merger Sub serving immediately prior to the Effective Time shall be the managers of the Surviving Company with each such manager to serve until the earlier of his resignation or removal or until his or her successor is duly elected and qualified, as the case may be, and (b) the officers of JGW Merger Sub serving immediately prior to the Effective Time shall be the officers of the Surviving Company with each such officer serving until the earlier of his resignation or removal or until his or her successors are duly elected and qualified, as the case may be.
Managers; Officers. (a) As of the Closing Date, the managers of Merger Sub on the Closing Date shall be the managers of the Surviving Company, who are set forth on Schedule 1.5(a).
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Managers; Officers. Schedule 2.6 sets forth the Persons who shall be the Managers and the Officers of the Surviving Entity from and after 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 Florida LLC Act and the Articles of Organization and the Operating Agreement of the Surviving Entity. Officers and directors of the Public Entity will receive compensation at a level which is usual and customary for comparable entities in a similar business.
Managers; Officers 

Related to Managers; Officers

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

  • Directors, Officers and Employees The Administrator shall authorize and permit any of its directors, officers and employees who may be elected as trustees or officers of the Trust and/or the Funds to serve in the capacities in which they are elected. All services to be furnished by the Administrator under this Agreement may be furnished through such directors, officers or employees of the Administrator.

  • Executive Officers To the knowledge of the Company, no executive officer or person nominated to become an executive officer of the Company (a) has been convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding minor traffic violations) or (b) is or has been subject to any judgment or order of, the subject of any pending civil or administrative action by the Securities and Exchange Commission or any self-regulatory organization.

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

  • Officers, Directors and Employees JML has one officer and director, namely Xxxxx Polos, and has no employees.

  • Responsibility of Dual Directors, Officers and/or Employees If any person who is a manager, partner, officer or employee of the Adviser or the Administrator is or becomes a director, officer and/or employee of the Company and acts as such in any business of the Company, then such manager, partner, officer and/or employee of the Adviser or the Administrator shall be deemed to be acting in such capacity solely for the Company, and not as a manager, partner, officer or employee of the Adviser or the Administrator or under the control or direction of the Adviser or the Administrator, even if paid by the Adviser or the Administrator.

  • Directors and Executive Officers The corporation shall indemnify its directors and executive officers (for the purposes of this Article XI, “executive officers” shall have the meaning defined in Rule 3b-7 promulgated under the 0000 Xxx) to the extent not prohibited by the DGCL or any other applicable law; provided, however, that the corporation may modify the extent of such indemnification by individual contracts with its directors and executive officers; and, provided, further, that the corporation shall not be required to indemnify any director or executive officer in connection with any proceeding (or part thereof) initiated by such person unless (i) such indemnification is expressly required to be made by law, (ii) the proceeding was authorized by the Board of Directors of the corporation, (iii) such indemnification is provided by the corporation, in its sole discretion, pursuant to the powers vested in the corporation under the DGCL or any other applicable law or (iv) such indemnification is required to be made under subsection (d).

  • Associate Directors (A) Any person who has served as a director may be elected by the Board of Directors as an associate director, to serve during the pleasure of the Board.

  • Management Team Subject to any approval or consulting rights of the --------------- Joint Operations Committee, Manager shall engage or designate one or more individuals experienced in dental group management and direction, including, but not limited to, an administrator, who will be responsible for the overall administration of the Practice including day-to-day operations and strategic development activities.

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