Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cornerstone Building Brands, Inc.), Agreement and Plan of Merger (CD&R Associates VIII, Ltd.), Agreement and Plan of Merger (Convey Health Solutions Holdings, Inc.)
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 3 contracts
Samples: Paying Agent Agreement (Majesco), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Verifone Systems, Inc.)
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at as of immediately prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Spectra Energy Corp.), Agreement and Plan of Merger, Agreement and Plan of Merger (Destination Maternity Corp)
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at individuals designated in writing by Parent prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation Corporation, each to hold office until their successors have his or her successor has been duly elected or appointed and qualified or until their his or her earlier death, resignation or removal in accordance with pursuant to the DGCLCharter, the Charter and the BylawsBylaws or applicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (LHC Group, Inc), Agreement and Plan of Merger (Change Healthcare Inc.)
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter Articles and the Bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Unified Grocers, Inc.), Agreement and Plan of Merger (Supervalu Inc)
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of individuals designated in writing by the Company at Parent prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the BylawsBylaws and applicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pcm, Inc.), Agreement and Plan of Merger (Insight Enterprises Inc)
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCLTBOC, the Charter and the Bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Whole Foods Market Inc), Agreement and Plan of Merger (Amazon Com Inc)
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at the Effective Time Surviving Corporation shall, from and after the Effective Time, be the individuals that are officers of the Company immediately prior to the Effective Time until the board of directors of the Surviving Corporation until their or Parent decide otherwise or its successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Charter Articles of Association and the BylawsMemorandum of Association.
Appears in 1 contract
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at 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 Charter Certificate of Incorporation and the Bylaws.
Appears in 1 contract
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at immediately prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter Certificate of Incorporation and the Bylaws.
Appears in 1 contract
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at Xxxxxx Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter Certificate of Incorporation and the Bylaws.
Appears in 1 contract
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at the Effective Time Surviving Corporation shall, from and after the Effective Time, be the individuals that are officers of the Company immediately prior to the Effective Time until the board of directors of the Surviving Corporation until their or Parent decide otherwise or its successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the DGCL, the Charter Articles of Association and the Bylaws.Memorandum of Association. ARTICLE II MERGER CONSIDERATION; EFFECT OF THE MERGER ON CAPITAL STOCK
Appears in 1 contract
Samples: Agreement and Plan of Merger (Rada Electronic Industries LTD)
Officers of the Surviving Corporation. The Parties shall parties will take all actions necessary so that the officers of the Company at as of immediately prior to the Effective Time shallwill, from and after the Effective Time, be the officers of the Surviving Corporation until their respective successors have been duly elected or appointed and qualified or until their earlier death, resignation resignation, or removal in accordance with the DGCLMGCL, the Charter Charter, and the Bylaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Forest City Realty Trust, Inc.)
Officers of the Surviving Corporation. The Parties parties hereto shall take all actions necessary so that the officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (General Cable Corp /De/)
Officers of the Surviving Corporation. The Parties shall take all actions necessary so that the officers of the Company at immediately prior to the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation 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 Charter and the Bylaws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (AgroFresh Solutions, Inc.)
