Effect of the Reorganization. On the Effective Date, and subject to any requirements of applicable law, the Bank’s 2004 Director and Employee Stock Option Plan (the “Director and Employee Plan”), Amended and Restated 2005 Equity Incentive Plan (the “Equity Incentive Plan”), and 2004 Founder Stock Option Plan (the “Founder Plan”) (the Director and Employee Plan, The Equity Incentive Plan, and the Founder Plan are, collectively, the “Plans”) shall be assumed by Holding Company and shall become the Plans of Holding Company. Each unexercised option or other right to acquire Bank Common Stock granted under the Plans, shall become an unexercised option to purchase the same number of shares (adjusted thereafter where appropriate pursuant to the anti-dilution provisions of the Plans, if any) of Holding Company Common Stock on the same terms and conditions (including, but not limited to, the same option exercise price), or, in the case of the Equity Incentive Plan, shall become the right to receive Holding Company Common Stock as equity incentives on the same terms and conditions and shall no longer represent any right to acquire Bank Common Stock nor any interest in Bank Common Stock.
Effect of the Reorganization. By virtue of the Reorganization, on the Closing Date (as hereinafter defined), except as set forth in Schedule 2.l, each member of the Kroll Group will be a wholly owned subsidiary of the Company.
Effect of the Reorganization. As of the Effective Date, all of the following shall occur:
Effect of the Reorganization. At the Closing, the effect of the Reorganization will be that Lorilei's will become a wholly owned subsidiary of AmeriNet and that the stockholders of Xxxxxxx immediately prior to the Closing will become stockholders of AmeriNet at the Closing, with no further rights, title or interest in Xxxxxxx, other than indirectly as stockholders of AmeriNet.
Effect of the Reorganization. By virtue of the Reorganization, and upon consummation of the transactions contemplated by this Plan of Reorganization, each outstanding share of the Common stock, par value $5.00 per share, of the Bank (other than any shares as to which dissenters' rights have been perfected as provided in Section 2.3 hereof), shall be converted into the right to receive one (1) share of the Common stock, no par value, of the Holding Company. The corporate existence of the Bank shall not be deemed to have been affected in any way by reason of the Reorganization. The Bank will continue in existence as a wholly owned subsidiary of the Holding Company with the same name ("Mission National Bank") and the same national bank charter number as currently assigned to the Bank. All assets, liabilities, rights, duties, privileges, immunities, powers, franchises and interests of the Bank, of every kind and description, as existing on the Effective Date of the Reorganization (as defined below), shall continue in the Bank, without any change or interruption by reason of the Reorganization; directors, officers and employees of the Bank immediately prior to the Effective Date of the Reorganization (as defined below) shall continue to serve as directors, officers and employees of the Bank, without change by reason of the Reorganization; and neither the rights of creditors nor any liens upon property of the Bank shall be impaired by reason of the Reorganization.
Effect of the Reorganization. At the Closing, the effect of the Reorganization will be that Union Dental and DDS will each become a wholly owned subsidiary of Issuer and that the Stockholders immediately prior to the Closing will become stockholders of Issuer at the Closing, with no further rights, title or interest in Union Dental or DDS, other than indirectly as stockholders of Issuer.
Effect of the Reorganization. At the Closing, the effect of the Reorganization will be that NetWorth's will become a wholly owned subsidiary of Colmena and that the stockholders of NetWorth immediately prior to the Closing will become stockholders of Colmena at the Closing, with no further rights, title or interest in NetWorth, other than indirectly as stockholders of Colmena.
Effect of the Reorganization. Pursuant to the Reorganization, if it is approved at the Special Meeting and all other conditions contained herein either have been satisfied or waived, Revett Montana and Revett Canada shall cause the following to occur serially:
Effect of the Reorganization. At the closing Date, the effect of the Reorganization shall be as provided in this Agreement. Without limiting the generality of the foregoing, and subject thereto, at the Closing Date, the Company shall be a wholly owned subsidiary of UAPI.
Effect of the Reorganization. At the Closing, the effect of the Reorganization shall be that Vista Vacations' shall become a wholly owned subsidiary of AmeriNet and that the stockholders of Vista Vacations immediately prior to the Closing shall become stockholders of AmeriNet at the Closing, with no further rights, title or interest in Vista Vacations, other than indirectly as stockholders of AmeriNet.
