Common use of Binding Effect/Merger or Reorganization Clause in Contracts

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, or person, unless and until such succeeding or continuing corporation, firm, or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 11 contracts

Samples: Director Compensation Benefits Agreement (Heritage Commerce Corp), Director Compensation Benefits Agreement (Heritage Commerce Corp), Director Compensation Benefits Agreement (Heritage Commerce Corp)

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Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the Holding Company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the Holding Company, as the case may be.

Appears in 10 contracts

Samples: Executive Supplemental Compensation Agreement (Pacific Financial Corp), Executive Supplemental Compensation Agreement (Pacific Financial Corp), Executive Supplemental Compensation Agreement (Pacific Financial Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporationcorporation or entity, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firmentity, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the The term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or holding company, as the case may be.

Appears in 6 contracts

Samples: Deferred Fee Agreement (Santa Lucia Bancorp), Deferred Fee Agreement (Santa Lucia Bancorp), Deferred Fee Agreement (Santa Lucia Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 6 contracts

Samples: 55 Director Supplemental Compensation Agreement (Saratoga Bancorp), Director Supplemental Compensation Agreement (SJNB Financial Corp), 27 Director Supplemental Compensation Agreement (Saratoga Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or holding company, as the case may be.

Appears in 6 contracts

Samples: Director Retirement Agreement (Santa Lucia Bancorp), Director Retirement Agreement (Santa Lucia Bancorp), Director Retirement Agreement (Santa Lucia Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, a holding company which is a party to any such transaction may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the holding company, as the case may be.

Appears in 4 contracts

Samples: Supplemental Compensation Agreement, Supplemental Compensation Agreement (BayCom Corp), Supplemental Compensation Agreement (BayCom Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the Holding Company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the Holding Company, as the case may be.

Appears in 4 contracts

Samples: Executive Supplemental Compensation Agreement (Southwest Community Bancorp), Executive Supplemental Compensation Agreement (Placer Sierra Bancshares), Executive Supplemental Compensation Agreement (Placer Sierra Bancshares)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 3 contracts

Samples: Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp), Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp), Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 3 contracts

Samples: Continuation Agreement, Executive Salary Continuation Agreement (1st Centennial Bancorp), Executive Salary Continuation Agreement (1st Centennial Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the holding company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the holding company, as the case may be.

Appears in 3 contracts

Samples: Santa Lucia Bank (Santa Lucia Bancorp), Salary Continuation Agreement (Santa Lucia Bancorp), Santa Lucia Bank (Santa Lucia Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, in the event that a holding company is formed to own the Bank, it may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the holding company. as the case may be.

Appears in 3 contracts

Samples: Executive Supplemental Compensation Agreement (Valley Commerce Bancorp), Executive Supplemental Compensation Agreement (Valley Commerce Bancorp), Executive Supplemental Compensation Agreement (Valley Commerce Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Executive and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the Holding Company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the Holding Company, as the case may be.

Appears in 2 contracts

Samples: Salary Continuation Agreement (Santa Lucia Bancorp), Santa Lucia Bank Salary Continuation Agreement (Santa Lucia Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director Consultant and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Consulting Agreement (Columbia Banking System Inc)

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Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the Holding Company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the Holding Company, as the case may be.

Appears in 1 contract

Samples: Director Supplemental Compensation Agreement (Greater Bay Bancorp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations obligation of the Bank under this Agreement. Upon the occurrence of such event, event the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure insure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Director Supplemental Compensation Benefits Agreement (Vib Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, . as applicable, their respective heirs, legal representatives, agents, successors, and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, or person, unless and until such succeeding or continuing corporation, firm, or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Director Compensation Benefits Agreement (Heritage Commerce Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, or person, unless and until such succeeding or continuing corporation, firm, or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Director Compensation Benefits Agreement (Heritage Commerce Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” as used in this Agreement shall be deemed to refer to such surviving or successor firmfpm, person, entity or corporation.

Appears in 1 contract

Samples: Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, legal representatives, agents, successors, and assignsBank. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. In the alternative, the Holding Company may agree to assume and discharge the obligation of the Bank under this Agreement. Upon the occurrence of such event, the term "Bank" as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation, or the Holding Company, as the case may be.

Appears in 1 contract

Samples: Director Supplemental Compensation Agreement (SJNB Financial Corp)

Binding Effect/Merger or Reorganization. This Agreement shall be binding upon and inure to the benefit of the Director and the Bank and, as applicable, their respective heirs, beneficiaries, legal representatives, agents, successors, successors and assigns. Accordingly, the Bank shall not merge or consolidate into or with another corporation, or reorganize or sell substantially all of its assets to another corporation, firm, firm or person, unless and until such succeeding or continuing corporation, firm, firm or person agrees to assume and discharge the obligations of the Bank under this Agreement. Upon the occurrence of such event, the term “Bank” Bank as used in this Agreement shall be deemed to refer to such surviving or successor firm, person, entity or corporation.

Appears in 1 contract

Samples: Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp)

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