Common use of Dissolution; Merger or Consolidation; Sale of Assets Clause in Contracts

Dissolution; Merger or Consolidation; Sale of Assets. In the event of a dissolution or liquidation of the Company, the sale of substantially all the Company's assets, a merger or consolidation of the Company with or into any other corporation or entity, or a statutory share exchange in which the Company's outstanding shares are acquired by any other corporation in exchange for its shares (or any other such reorganization or similar transaction) in which the Company is not the surviving or resulting corporation, and if a provision is not made in such transaction for the continuance of this Agreement or the assumption of the Option by any successor to the Company or for the substitution for the Option of a new option covering shares of any successor corporation or a parent or subsidiary thereof, then, in such event, and to the extent the Option has not previously been exercised, all rights of the Optionee pursuant to this Agreement shall terminate and be of no further effect immediately prior to the effective time of such dissolution, liquidation, sale, merger, consolidation, share exchange or other reorganization (or at such other time and pursuant to such rules and regulations as the Board of Directors shall determine and promulgate to the Optionee). However, to the extent the Option shall not previously have been exercised, and notwithstanding any provisions of this Agreement to the contrary, the Option shall become exercisable, and may be exercised, in full immediately prior to the effective time of any such event. The Board of Directors shall give the Optionee at least thirty (30) days prior written notice of the effective time of an event which gives rise to an immediate purchase right under this Paragraph 10.

Dissolution; Merger or Consolidation; Sale of Assets. In the event of (i) a dissolution or liquidation of the CompanyBank, (ii) the sale of substantially all the Company's Bank’s assets, or (iii) a merger or consolidation of the Company Bank with or into any other corporation or entityentity , or a statutory share exchange in which the Company's Bank’s outstanding shares are acquired by any other corporation in exchange for its shares (or any other such reorganization or similar transaction) ), in which the Company Bank is not the surviving or resulting corporation, and if a provision is not made in such transaction for the continuance of this Agreement the Plan or the assumption of the Option by any successor to the Company Bank or for the substitution for the Option of a new option options covering shares of any other or successor corporation or a parent or subsidiary thereof, then, in such event, and to the extent the Option has not previously expired or been exercised, all rights of the Optionee pursuant to this Agreement the Option shall terminate and be of no further effect immediately prior to the effective time of such dissolution, liquidation, sale, merger, consolidation, share exchange or other reorganization (or at such other time and pursuant to such rules and regulations as the Board of Directors Committee shall determine and promulgate to the Optionee). However, to the extent the Option shall has not previously have expired or been exercised, and notwithstanding any provisions of the Plan or this Agreement to the contrary, the Option shall will become exercisable, and may be exercised, in full immediately prior to the effective time of any such event. The Board of Directors shall give the Optionee at least thirty (30) days prior written notice of the effective time of an event which gives rise to an immediate purchase right under this Paragraph 10.

Dissolution; Merger or Consolidation; Sale of Assets. In the event of (i) a dissolution or liquidation of the CompanyBank, (ii) the sale of substantially all the Company's Bank’s assets, or (iii) a merger or consolidation of the Company Bank with or into any other corporation or entity, or a statutory share exchange in which the Company's Bank’s outstanding shares are acquired by any other corporation in exchange for its shares (or any other such reorganization or similar transaction) ), in which the Company Bank is not the surviving or resulting corporation, and if a provision is not made in such transaction for the continuance of this Agreement the Plan or the assumption of the Option by any successor to the Company Bank or for the substitution for the Option of a new option options covering shares of any other or successor corporation or a parent or subsidiary thereof, then, in such event, and to the extent the Option has not previously expired or been exercised, all rights of the Optionee pursuant to this Agreement the Option shall terminate and be of no further effect immediately prior to the effective time of such dissolution, liquidation, sale, merger, consolidation, share exchange or other reorganization (or at such other time and pursuant to such rules and regulations as the Board of Directors shall determine and promulgate to the Optionee). However, to the extent the Option shall has not previously have expired or been exercised, and notwithstanding any provisions of the Plan or this Agreement to the contrary, the Option shall will become exercisable, and may be exercised, in full immediately prior to the effective time of any such event. The Board of Directors shall give the Optionee at least thirty (30) days prior written notice of the effective time of an event which gives rise to an immediate purchase right under this Paragraph 10.