Common use of Officers of the Surviving Corporation Clause in Contracts

Officers of the Surviving Corporation. The parties hereto shall take all actions necessary so that the officers of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation to hold office until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Certificate of Incorporation and the Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Covetrus, Inc.), Agreement and Plan of Merger (Vonage Holdings Corp)

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Officers of the Surviving Corporation. The parties hereto Parties shall take all actions necessary so that the officers of Merger Sub immediately prior to at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation to hold office until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Certificate of Incorporation Charter and the Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger (Discovery, Inc.)

Officers of the Surviving Corporation. The parties hereto Parties shall take all actions necessary so that the officers of Merger Sub immediately prior to at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation to hold office until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCLWBCA, the Certificate of Incorporation Charter and the Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Craft Brew Alliance, Inc.)

Officers of the Surviving Corporation. The parties hereto shall take all actions necessary so that the officers of Merger Sub immediately prior to at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation to hold office until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Certificate of Incorporation Charter and the Bylaws. The Parent shall use commercially reasonable efforts to take all actions necessary so that the officers and signatories on bank accounts of each Company Subsidiary prior to the Effective Time be replaced as promptly as practicable following the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger

Officers of the Surviving Corporation. The parties hereto shall take all actions necessary so that the officers of Merger Sub I immediately prior to the Initial Effective Time shall, from and after the Initial Effective Time, be the officers of the Surviving Corporation to hold office until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Certificate of Incorporation and the Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Univar Inc.)

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Officers of the Surviving Corporation. The Unless otherwise determined by Parent prior to the Effective Time, the parties hereto shall take all requisite actions necessary so that the officers of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, shall be the officers of the Surviving Corporation immediately after the Effective Time, each to hold office in accordance with the provisions of the DGCL and the certificate of incorporation and bylaws of the Surviving Corporation until their respective successors have been are duly elected or appointed and qualified or until their such officer’s earlier death, resignation or removal in accordance with the DGCL, the Certificate of Incorporation and the Bylawsremoval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bioventus Inc.)

Officers of the Surviving Corporation. The parties hereto Prior to the Effective Time, the Parties shall take all necessary actions necessary so such that the officers of Merger Sub as of immediately prior to the Effective Time shall, from and after or such other individuals as designated by Parent prior to the Effective Time, Time shall be the initial officers of the Surviving Corporation to and shall hold office until their respective successors have been are duly elected and qualified, or appointed and qualified or until their earlier death, incapacitation, retirement, resignation or removal removal, in each case, in accordance with the DGCL, certificate of incorporation and bylaws of the Certificate of Incorporation and the BylawsSurviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Encore Wire Corp)

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