Bank Mergers. Immediately following the consummation of the Merger, LINKBANK, TBOD and VPB will consummate the Bank Mergers under which (i) TBOD will merge with and into LINKBANK pursuant to the TBOD Bank Merger Agreement and (ii) immediately thereafter, VPB will merge with and into LINKBANK pursuant to the VPB Bank Merger Agreement. LINKBANK shall be the surviving bank in each of the Bank Mergers and, following the applicable Bank Merger, the separate corporate existence of each of TBOD and VPB shall cease. The TBOD Bank Merger shall become effective immediately after the effective time of the Merger and the VPB Bank Merger shall become effective immediately after the effective time of the TBOD Bank Merger. Prior to the Effective Time, Partners shall cause each of TBOD and VPB, and LINK shall cause LINKBANK, to execute such certificates of merger and such other documents and certificates as are necessary, required or desirable to make the Bank Mergers effective (the “Bank Merger Certificates”) at the times specified in the foregoing sentence.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Partners Bancorp), Agreement and Plan of Merger (LINKBANCORP, Inc.)
Bank Mergers. Immediately following the consummation of the MergerIntegrated Mergers, LINKBANKParent Bank, TBOD and VPB will consummate the Bank Mergers under which (i) TBOD will merge with and into LINKBANK Parent Bank pursuant to the TBOD Bank Merger Agreement and (ii) immediately thereafter, VPB will merge with and into LINKBANK Parent Bank pursuant to the VPB Bank Merger Agreement. LINKBANK Parent Bank shall be the surviving bank in each of the Bank Mergers and, following the applicable Bank Merger, the separate corporate existence of each of TBOD and VPB shall cease. The TBOD Bank Merger shall become effective immediately after the effective time of the Second-Step Merger and the VPB Bank Merger shall become effective immediately after the effective time of the TBOD Bank Merger. Prior to the Effective Time, Partners the Company shall cause each of TBOD and VPB, and LINK Parent shall cause LINKBANKParent Bank, to execute such certificates of merger and such other documents and certificates as are necessary, required or desirable to make the Bank Mergers effective (the “Bank Merger Certificates”) at the times specified in the foregoing sentence.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Partners Bancorp), Agreement and Plan of Merger (Oceanfirst Financial Corp)
