Common use of Effective Date and Effective Time; Closing Clause in Contracts

Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII (other than those conditions that by their nature are to be satisfied at the consummation of the Merger, but subject to the fulfillment or waiver of those conditions), the parties shall cause articles of merger relating to the Merger (the “Articles of Merger”) to be filed with the Secretary of State of the Commonwealth of Massachusetts pursuant to the MBCL on (i) a date selected by Parent after such satisfaction or waiver which is no later than five Business Days after such satisfaction or waiver, or (ii) such other date to which the parties may agree in writing. The Merger provided for herein shall become effective upon such filing or on such date as may be specified therein. The date of such filing or such later effective date is herein called the “Effective Date.” The “Effective Time” of the Merger shall be the time of such filings or as set forth in such filings. The filing of the Articles of Merger shall be made on the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Falmouth Bancorp Inc), Agreement and Plan of Merger (Independent Bank Corp)

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Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII (other than those conditions that by their nature are to be satisfied at the consummation of the MergerClosing, but subject to the fulfillment or waiver of those conditions), the parties shall cause articles of merger relating to the MHC Merger (the “MHC Articles of Merger”) to be filed with the Secretary of State of the Commonwealth of Massachusetts pursuant to the MBCL applicable provisions of the laws of the Commonwealth of Massachusetts on (i) a date selected by Parent Middlesex after such satisfaction or waiver waiver, which is no later than five four (4) Business Days after such satisfaction or waiver, or (ii) such other date to which the parties may agree in writing, unless this Agreement has been theretofore terminated pursuant to its terms or unless extended by mutual agreement of the parties. The MHC Merger provided for herein in this Agreement shall become effective upon such filing or on such date as may be specified therein. The date of such filing or such later effective date is herein in this Agreement called the “MHC Effective Date.” The “MHC Effective Time” of the Merger shall be the time of such filings filing or as set forth in such filingsfiling. The filing of the MHC Articles of Merger shall be made on the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Service Bancorp Inc)

Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII VII (other than those conditions that by their nature are to be satisfied at the consummation of the Merger, but subject to the fulfillment or waiver of those conditions), the parties shall cause articles of merger relating to the Merger (the “Articles of Merger”) Merger to be filed with the Secretary Maryland Department of State of the Commonwealth of Massachusetts Assessments and Taxation pursuant to the MBCL MGCL on (i) a date selected by Parent mutually agreeable to Acquiror and MortgageIT after such satisfaction or waiver which is no later than five Business Days after such satisfaction or waiver, or (ii) such other date to which the parties may mutually agree in writing. The Merger provided for herein shall become effective upon such filing filings or on such date as may be specified therein. The date of such filing filings or such later effective date is herein called the “Effective Date.” The “Effective Time” of the Merger shall be the time of such filings or as set forth in such filings. The filing of the Articles of Merger shall be made on the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (MortgageIT Holdings, Inc.)

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Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII VII (other than those conditions that by their nature are to be satisfied at the consummation of the Merger, but subject to the fulfillment or waiver of those conditions), the parties shall cause articles of merger relating to the Merger (the "Articles of Merger') to be filed with the Secretary of State of the State of Maine pursuant to the MBCA and the Secretary of State of the Commonwealth of Massachusetts pursuant to the MBCL on (i) a date selected by Parent after such satisfaction or waiver which is no later than the later of (A) five Business Days after such satisfaction or waiver or (B) the first month end following such satisfaction or waiver, or (ii) such other date to which the parties may agree in writing. The Merger provided for herein shall become effective upon such filing filings or on such date as may be specified therein. The date of such filing filings or such later effective date is herein called the "Effective Date.” The “Effective Time” of the Merger shall be the time of such filings or as set forth in such filings. The filing of the Articles of Merger shall be made on the Closing Date."

Appears in 1 contract

Samples: Shareholder Agreement (Banknorth Group Inc/Me)

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