Resignation of Managers and Officers. On or before the Closing, Sellers shall cause all managers and officers of Van Keuren to deliver their written resignations to Buyer, which resignations shall be effective at the Closing. Buyer agrees that all rights to indemnification and all limitations on liability existing in favor Van Keuren’s partners, members, managers and officers as provided in such entities’ organizational documents and under applicable Legal Requirements, shall survive the Closing and continue in full force and effect.
Resignation of Managers and Officers. The Company shall use commercially reasonable efforts to obtain and deliver to Parent at or prior to the Effective Time the resignation of each manager of the Company who will not be a member of the Parent Board following the Effective Time, solely with respect to such role, effective as of the Effective Time (it being understood that such resignation shall not constitute a voluntary termination of employment under any Company Employee Agreement or Company Employee Plan applicable to such individual’s status as a manager of the Company). Parent shall use commercially reasonable efforts to obtain and deliver to the Company at or prior to the Effective Time, the resignation of each member of the Parent Board, and of each officer of Parent who will not be an officer of Parent following the Effective Time.
Resignation of Managers and Officers. The Managers or any Officer of the Company may resign at any time by giving written notice to the Members. The resignation of a Manager or an Officer shall take effect upon receipt of notice thereof or at such later time as shall be specified in such notice; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. At a Members' meeting called expressly for the purpose of electing a new Manager or a Managers' meeting called expressly for the purpose of electing a new Officer, a new Manager or Officer, as the case may be, may be elected by the unanimous vote of the Members then entitled to vote.
Resignation of Managers and Officers. The managers, if any, and officers of the Company shall have delivered the resignation described in Section 5.8, and each such resignation shall be effective immediately prior to the Effective Time.
Resignation of Managers and Officers. The managers and officers of the Company shall have tendered, effective at Closing, their resignations as managers and officers.
Resignation of Managers and Officers. Seller shall cause each of Xxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xx., Xxxxx X. Xxxxxx, G. Xxxxx Xxxxxxx and Xxxxx X. Xxxxx to resign from all of his or her positions as a member of the Board of Managers and as an officer of each of the Companies prior to or concurrently with Closing.
Resignation of Managers and Officers. Each of Xxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xx., Xxxxx X. Xxxxxx, G. Xxxxx Xxxxxxx and Xxxxx X. Xxxxx shall have resigned from all of his or her positions as a member of the Board of Managers and as an officer of each of the Companies effective as of the Closing.
Resignation of Managers and Officers. The Company and the Sellers shall obtain and deliver to the Purchasers at the Closing the resignation of each board member and officer of the Company listed in Section 2.5 of the Company Disclosure Schedule from their positions as officers or members of the board of managers of the Company.
Resignation of Managers and Officers. At the Closing for each Portfolio Segment: (i) the Seller shall cause the resignation of all directors, members, managers and officers, as applicable, nominated or appointed by the Seller or its Affiliates to any board or operating, management or other committee of the Portfolio Companies included in such Portfolio Segment; and (ii) the Purchaser shall nominate and appoint replacement directors, members, managers and officers, as may be required for the operation of such Portfolio Companies.
Resignation of Managers and Officers. Any Manager or Officer of the Company may resign at any time by giving written notice to the Company, subject to the obligations, if any, of such Manager of Officer under any agreement or contract to which such Manager or Officer is a party. The resignation of any Manager or Officer shall take effect upon receipt of notice thereof or at such later time as shall be specified in such notice.
