Common use of Resignation of Directors and Officers Clause in Contracts

Resignation of Directors and Officers. Prior to the Effective Time, the Company shall deliver to Buyer (using its best efforts to obtain same at no cost to either the Company or Buyer other than ordinary and usual legal expenses of the Company associated therewith) the resignations of such directors and officers of the Company and its Subsidiaries as Buyer shall specify at least ten days prior to the Closing, such resignations to be effective at the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Spectrian Corp /Ca/), Agreement and Plan of Merger and Reorganization (Spectrian Corp /Ca/), Agreement and Plan (Spectrian Corp /Ca/)

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Resignation of Directors and Officers. Prior to the Effective Time, the Company shall deliver to Buyer (using use its best efforts to obtain same at no cost deliver to either the Company or Buyer other than ordinary and usual legal expenses of the Company associated therewith) Parent the resignations of such directors and officers of the Company and its Subsidiaries as Buyer Parent shall specify at least ten business days prior to the Closing, such resignations to be effective at the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Secure Computing Corp), Agreement and Plan of Merger (Quepasa Corp), Agreement and Plan of Merger (Cyberguard Corp)

Resignation of Directors and Officers. Prior The Company shall obtain and deliver to the Purchasers duly executed resignations, effective as of the Plan Effective TimeDate, the Company shall deliver to Buyer (using its best efforts to obtain same at no cost to either the Company or Buyer of such directors, other than ordinary independent directors, and usual legal expenses of the Company associated therewith) the resignations of such directors and officers Officers of the Company and its Subsidiaries as Buyer the Purchasers shall specify at least ten days request in writing no later than two Business Days prior to the Closing, such resignations to be effective at the Plan Effective TimeDate.

Appears in 2 contracts

Samples: Recapitalization Agreement (Ventura Capital Privado, S.A. De C.V.), Recapitalization Agreement (Maxcom Telecommunications Inc)

Resignation of Directors and Officers. Prior to the Effective Time, the The Company shall deliver to Buyer (using use its reasonable best efforts to obtain same cause to be delivered to the Purchaser at no cost the Closing written resignations, in form and substance reasonably satisfactory to either the Company or Buyer other than ordinary and usual legal expenses Purchaser, from each of the Company associated therewith) the resignations of such officers, directors and officers managers of the Company and each of its Subsidiaries as Buyer shall specify (in each case other than those specified by Purchaser at least ten days two (2) Business Days prior to the Closing), such which resignations to shall be effective at as of the Effective TimeClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amag Pharmaceuticals Inc.)

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Resignation of Directors and Officers. Prior to the Effective Time, the The Company shall obtain and deliver to Buyer (using its best efforts to obtain same at no cost to either Purchaser duly executed resignations, effective as of the Company or Buyer closing of the Exchange Offer, of such directors, other than ordinary independent directors, and usual legal expenses of the Company associated therewith) the resignations of such directors and officers Officers of the Company and its Subsidiaries as Buyer Purchaser shall specify at least ten days request in writing no later than two (2) Business Days prior to the Closing, such resignations to be effective at the Effective TimeOffer Expiration Date.

Appears in 1 contract

Samples: Recapitalization Agreement (Ventura Capital Privado, S.A. De C.V.)

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