Common use of Consummation of Merger; Closing Date Clause in Contracts

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community shall be merged with and into Sun (which has heretofore and shall hereinafter be referred to as the "Merger") pursuant to the laws of the State of New Jersey, and Sun shall be the surviving corporation (sometimes hereinafter referred to as "Surviving Corporation" when reference is made to it after the Effective Time of the Merger (as defined below)). The Merger shall become effective on the date and at the time on which the Certificate of Merger has been duly filed with the Division of Revenue of New Jersey, unless a later date is specified in such Certificate of Merger (such time is hereinafter referred to as the "Effective Time of the Merger"). Subject to the terms and conditions hereof, unless otherwise agreed upon by Sun and Community, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and (ii) the date on which the shareholders of Community approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community FCB shall be merged with and into Sun EVBS (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the State Commonwealth of New JerseyVirginia, and Sun EVBS shall be the surviving corporation (sometimes hereinafter referred to as "“Surviving Corporation" ” when reference is made to it after the Effective Time of the Merger). Subject to the provisions hereof, EVBS and FCB shall file with the Virginia State Corporation Commission Articles of Merger in substantially the form of Exhibit 1.1(a) attached hereto (the “Articles of Merger”) containing this Agreement and Plan of Merger as defined below))an attachment in accordance with all applicable legal requirements. The Merger shall become effective on the date and at the time on which the Certificate parties specify in the Articles of Merger has been duly filed with pursuant to the Division of Revenue of New Jersey, unless a later date is specified in such Certificate of Merger preceding sentence (such time is hereinafter referred to as the "“Effective Time of the Merger"” or the “Effective Time”). Subject to the terms and conditions hereof, unless Unless otherwise agreed upon by Sun EVBS and CommunityFCB, the Effective Time of the Merger shall occur on be specified as the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and this Agreement, (ii) the date on which the shareholders of Community EVBS approve the transactions contemplated by this Agreement or (iii) the date on which the shareholders of FCB approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community FloridaFirst shall be merged with and into Sun ST-Sub (which has heretofore and shall hereinafter be referred to as the "Merger") pursuant to the laws of the State States of New JerseyAlabama and Florida, and Sun ST-Sub shall be the surviving corporation (sometimes hereinafter referred to as "Surviving Corporation" when reference is made to it after the Effective Time of the Merger (as defined below)). The Merger shall become effective on the date and at the time on which the Certificate Articles of Merger has have been duly filed with the Division Secretaries of Revenue State of New JerseyAlabama and Florida, unless a later date is specified in such Certificate Articles of Merger (such time is hereinafter referred to as the "Effective Time of the Merger"). Subject to the terms and conditions hereof, unless otherwise agreed upon by Sun SouthTrust and CommunityFloridaFirst, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and (ii) the date on which the shareholders of Community FloridaFirst approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community CENIT shall be merged with and into Sun ST-Sub (which has heretofore and shall hereinafter be referred to as the "Merger") pursuant to the laws of the State States of New JerseyAlabama and Delaware, and Sun ST-Sub shall be the surviving corporation (sometimes hereinafter referred to as "Surviving Corporation" when reference is made to it after the Effective Time of the Merger (as defined below)). The Merger shall become effective on the date and at the time on which the a Certificate or Articles of Merger has have been duly filed with the Division Secretaries of Revenue State of New JerseyAlabama and Delaware, unless a later date is specified in such Certificate or Articles of Merger (such time is hereinafter referred to as the "Effective Time of the Merger"). Subject to the terms and conditions hereof, unless otherwise agreed upon by Sun SouthTrust and CommunityCENIT, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Subsidiary Merger Agreement and (ii) the date on which the shareholders of Community CENIT, to the extent that their approval is required by applicable law, approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community GFH shall be merged with and into Sun HRB (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the Commonwealth of Virginia and the State of New JerseyNorth Carolina, and Sun HRB shall be the surviving corporation (sometimes hereinafter referred to as "“Surviving Corporation" ” when reference is made to it after the Effective Time of the Merger). Subject to the provisions hereof, HRB and GFH shall file with the North Carolina Secretary of State Articles of Merger in substantially the form of Exhibit 1.1(a)-1 attached hereto and with the Virginia State Corporation Commission Articles of Merger in substantially the form of Exhibit 1.1(a)-2 attached hereto containing this Agreement and Plan of Merger (the “Plan of Merger”) as defined below))an attachment in accordance with all applicable legal requirements. The Merger shall become effective on the date and at the time on which the Certificate parties specify in the Articles of Merger has been duly filed with in North Carolina and the Division of Revenue of New Jersey, unless a later date is specified in such Certificate Articles of Merger filed in Virginia pursuant to the preceding sentence (such time is hereinafter referred to as the "“Effective Time of the Merger"” or the “Effective Time”). Subject to the terms and conditions hereof, unless Unless otherwise agreed upon by Sun HRB and CommunityGFH, the Effective Time of the Merger shall occur on be specified as the tenth fifteenth (10th15th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and Agreement, (ii) the date on which the shareholders of Community HRB approve the transactions contemplated by this Agreement or (iii) the date on which the shareholders of GFH approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community Albemarle First shall be merged with and into Sun Rockingham Heritage (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the State Commonwealth of New JerseyVirginia, and Sun Rockingham Heritage shall be the surviving corporation (sometimes hereinafter referred to as "“Surviving Corporation" ” when reference is made to it after the Effective Time of the Merger). Subject to the provisions hereof, Rockingham Heritage and Albemarle First shall file with the Virginia State Corporation Commission Articles of Merger containing a Plan of Merger in substantially the form of Exhibit A attached hereto (as defined below))the “Plan of Merger”) in accordance with all applicable legal requirements. The Merger shall become effective on the date and at the time on which the Certificate Articles of Merger has have been duly filed accepted for filing with the Division of Revenue of New Jerseysaid State Corporation Commission, unless a later date is specified in such Certificate Articles of Merger (such time is hereinafter referred to as the "“Effective Time of the Merger"” or the “Effective Time”). Subject to the terms and conditions hereof, unless Unless otherwise agreed upon by Sun Premier and CommunityAlbemarle First, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and (ii) the date on which the shareholders of Community Albemarle First approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community GFH shall be merged with and into Sun HRB (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the Commonwealth of Virginia and the State of New JerseyNorth Carolina, and Sun HRB shall be the surviving corporation (sometimes hereinafter referred to as "Surviving “S urviving Corporation" ” when reference is made to it after the Effective Time of the Merger). Subject to the provisions hereof, HRB and GFH shall file with the North Carolina Secretary of State Articles of Merger in substantially the form of Exhibit 1.1(a)-1 attached hereto and with the Virginia State Corporation Commission Articles of Merger in substantially the form of Exhibit 1.1(a)-2 attached hereto containing this Agreement and Plan of Merger (the “Plan of Merger”) as defined below))an attachment in accordance with all applicable legal requirements. The Merger shall become effective on the date and at the time on which the Certificate parties specify in the Articles of Merger has been duly filed with in North Carolina and the Division of Revenue of New Jersey, unless a later date is specified in such Certificate Articles of Merger filed in Virginia pursuant to the preceding sentence (such time is hereinafter referred to as the "“Effective Time of the Merger"” or the “Effective Time”). Subject to the terms and conditions hereof, unless Unless otherwise agreed upon by Sun HRB and CommunityGFH, the Effective Time of the Merger shall occur on be specified as the tenth fifteenth (10th15th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and Agreement, (ii) the date on which the shareholders of Community HRB approve the transactions contemplated by this Agreement or (iii) the date on which the shareholders of GFH approve the transactions contemplated by this Agreement, or such other time as the parties may agree.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community Monticello shall be merged with and into Sun CapitalSouth (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the State States of New JerseyDelaware and Florida, and Sun CapitalSouth shall be the surviving corporation (sometimes hereinafter referred to as "“Surviving Corporation" ” when reference is made to it after the Effective Time of the Merger (as defined below)). The Merger shall become effective on the date and at the time on which the Certificate Articles of Merger has have been duly filed with the Division Secretaries of Revenue State of New JerseyDelaware and Florida, unless a later date is specified in such Certificate Articles of Merger (such time is hereinafter referred to as the "“Effective Time of the Merger"”). Subject to the terms and conditions hereof, the Effective Time of the Merger, unless otherwise agreed upon by Sun CapitalSouth and CommunityMonticello, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later latest to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger this Agreement or the Bank Merger Agreement and Agreement, (ii) the date on which the shareholders of Community Monticello approve the transactions contemplated by this Agreement, or such other time as and (iii) the parties may agreedate on which the stockholders of CapitalSouth approve the transactions contemplated by this Agreement.

Consummation of Merger; Closing Date. (a) Subject to the provisions hereof, including, without limitation, Section 2.5 hereof respecting the possible restructuring of the transaction under certain circumstances, Community SFC shall be merged with and into Sun HRB (which has heretofore and shall hereinafter be referred to as the "“Merger"”) pursuant to the laws of the State Commonwealth of New JerseyVirginia, and Sun HRB shall be the surviving corporation (sometimes hereinafter referred to as "“Surviving Corporation" ” when reference is made to it after the Effective Time of the Merger). Subject to the provisions hereof, HRB and SFC shall file with the Virginia State Corporation Commission Articles of Merger containing a Plan of Merger in substantially the form of Exhibit A attached hereto (as defined below))the “Plan of Merger”) in accordance with all applicable legal requirements. The Merger shall become effective on the date and at the time on which the Certificate Articles of Merger has have been duly filed accepted for filing with the Division of Revenue of New Jerseysaid State Corporation Commission, unless a later date is specified in such Certificate Articles of Merger (such time is hereinafter referred to as the "“Effective Time of the Merger"” or the “Effective Time”). Subject to the terms and conditions hereof, unless Unless otherwise agreed upon by Sun HRB and CommunitySFC, the Effective Time of the Merger shall occur on the tenth (10th) business day following the later to occur of (i) the effective date (including expiration of any applicable waiting period) of the last required Consent (as defined herein) of any Regulatory Authority (as defined herein) having authority over the transactions contemplated under the Merger Agreement or the Bank Merger Agreement and Agreement, (ii) the date on which the shareholders of Community HRB approve the transactions contemplated by this Agreement or (iii) the date on which the shareholders of SFC approve the transactions contemplated by this Agreement, or such other time as the parties may agree.