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-(3) The following individuals shall be the directors and officers of the Surviving Cor-
poration, until their successors shall have been elected or appointed and have qualified or
- ~ until their earlier resignation, removal from office or death:
President: Donald W. MacLeod
Executive Vice President: Jcel H. Cowan
Treasurer: Mary M. Thomas - ~
Secretary: W. Benjamin Jones III
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Directors: •Donald W, MacLeod -
- •James 8. Mobil - i
•Joel H. Cowan
'Homer B. Gibbs, Jr.
'•RandaII H. Hagner, Jr.
D.W. Johnston
John N. Maguire
i
•Elbridge R. Moxley -
Edward T. Pedler i
Frank B. Reid
- Preston A. Robertson
••Howard C. Walker, Jr.
Homer G. Wolfe ~
••Louis P. Wolfort ~
y Those directors with a single asterisk next to their names shall be members of the - }
Executive Committee, and those directors with a double asterisk next to their names
shall be members of the Audit Committee, of the Board of Directors, as each such Committee
shall be initially constituted, -
C. From and after the Effective Date of the Merger, the separate exfstence of IRT and -
Summit shall cease and the Surviving Corporation shall have all the rights, privileges, immunities
and powers and shall be subject to all the duties and liabilities of a corporation organized under
the Georgia Business Corporation Code and shall thereupon posses all the rights, privileges,
immunities and franchises, as well of a public as of a private nature of each of the -Constituent
Parties; and all property, real, personal and mixed, and all debts due on whatever account, in• _
eluding subscriptions to shares, and all other chores in action, and all and every other interest
of or belonging to or due to each of the Constituent Parties (the "Property"), shall be taken and
deemed to be transferred to and vested in the Surviving Corporation without further act or
deed; and the title'to any real estate, or any interest therein, vested in any of the Constituent
Parties shall not revert or be in any way impaired by reason- of the Merger; and the Surviving
Corporation shall thenceforth be responsible and liable for all the liabilities and obligations of ~
each of the Constituent Fazties, including, without limitation, those referred to and assumed by
the Surviving Corporation in paragraph I hereof, and any claim "existing or action or proceeding
pendfng by or against any of the Constituent Parties may be prosecuted as if -the Merger had
not taken place, or the Surviving Corporation may be substituted in its place. Neither the rights
of creditors nor any liens upon the property of any Constituent Party shall be impaired. by the
Merger. The execution by each of the Constituent Parties of any articles of merger shall, without
more, as of the Effective Date of the Merger, serve as a deed, general bill of sale, assignment and
instrument of transfer to the Surviving Corporation of all of the Property of the Constituent
Party executing the same.
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831 P~~.018