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 9 (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 Division of Corporations and Professional Licensing (corporations section) of the State of Alaska pursuant to the ACC on (i) a date selected by Northrim after such satisfaction or waiver which is no later than the later of (A) five (5) 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 mutually agree in writing. The Merger provided for herein shall become effective upon the filing of the Articles of Merger or on such date agreed upon by the parties and 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 filing or as set forth in such filing. (b) A closing (the “Closing”) shall take place remotely via electronic exchange of documents and signatures at 9:00 a.m. Pacific Time, or immediately prior to the Effective Time or at such other time as the parties may mutually agree (such date, the “Closing Date”). At the Closing, there shall be delivered electronically to Northrim and Alaska Pacific the certificates and other documents required to be delivered under Article 9.

Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article 9 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 Division Secretary of Corporations and Professional Licensing (corporations section) State of the State of Alaska North Carolina pursuant to the ACC NCBCA and the Secretary of State of the State of Nevada pursuant to the NGCL on (i) a date selected by Northrim FCBI after such satisfaction or waiver which is no later than the later of (A) five (5) 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 mutually agree in writing. The Merger provided for herein shall become effective upon the filing of the Articles of Merger such filings or on such date agreed upon by the parties and 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 filing filings or as set forth in such filingfilings. (b) A closing (the “Closing”) shall take place remotely via electronic exchange of documents and signatures at 9:00 a.m. Pacific Time, or immediately prior to the Effective Time at 10:00 a.m., Eastern Time, at the offices of FCBI, Xxx Xxxxxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000, or at such other time place, at such other time, or on such other date as the parties may mutually agree upon (such date, the “Closing Date”). At the Closing, there shall be delivered electronically to Northrim FCBI and Alaska Pacific CCFC the certificates and other documents required to be delivered under Article 9VII hereof.

Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article 9 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 Merger shall cause become effective on the date and at the time shown on the articles of merger relating to the Merger (the “Articles of Merger”) ), containing the Plan of Merger, required to be filed with the Division of Corporations and Professional Licensing (corporations section) Virginia State Corporation Commission pursuant to Section 13.1-720 of the State of Alaska pursuant to the ACC VSCA. The Effective Time shall be on (i) a date selected by Northrim FCB after such satisfaction or waiver which that is no later than the later of (A) five (5) Business Days after such satisfaction or waiver or (B) the first month end following such satisfaction or waiver, waiver or (ii) such other date to which the parties may mutually agree in writing. The Merger provided for herein shall become effective upon parties will use their reasonable best efforts to cause the filing of the Articles of Merger Effective Time to occur on or on such date agreed upon by the parties and specified thereinbefore June 30, 2012 or as soon thereafter as practicable. 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 filing filings or as set forth in such filingfilings. (b) A closing (the “Closing”) shall take place remotely via electronic exchange of documents and signatures at 9:00 a.m. Pacific Time, or immediately prior to the Effective Time at 10:00 a.m., Eastern Time, at the offices of FCB, 20 Xxxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000, or at such other time place, at such other time, or on such other date as the parties may mutually agree upon (such date, the “Closing Date”). At the Closing, there shall be delivered electronically to Northrim FCB and Alaska Pacific PBV the certificates and other documents required to be delivered under Article 9VII hereof.

Effective Date and Effective Time; Closing. (a) Subject to the satisfaction or waiver of the conditions set forth in Article 9 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 a certificate of merger relating to the Merger (the “Articles of Merger”"CERTIFICATE OF MERGER") to be filed with the Division Secretary of Corporations and Professional Licensing (corporations section) State of the State of Alaska Delaware pursuant to the ACC DGCL on (i) a date selected by Northrim Parent after such satisfaction or waiver which is no later than the later of (A) five (5) 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 mutually agree in writing. The Merger provided for herein shall become effective upon the filing of the Articles of Merger such filings or on such date agreed upon by the parties and as may be specified therein. The date of such filing filings or such later effective date is herein called the “Effective Date"EFFECTIVE DATE.” " The “Effective Time” "EFFECTIVE TIME" of the Merger shall be the time of such filing filings or as set forth in such filingfilings. (b) A closing (the “Closing”"CLOSING") shall take place remotely via electronic exchange on the date on which the Certificate of documents and signatures Merger is to be filed at 9:00 a.m. Pacific 10:00 a.m., Eastern Time, or immediately prior to at the Effective Time principal offices of Xxxxx Xxxx LLP, Boston, Massachusetts, or at such other time place, at such other time, or on such other date as the parties may mutually agree upon (such date, the “Closing Date”"CLOSING DATE"). At the Closing, there shall be delivered electronically to Northrim Parent and Alaska Pacific the Company the opinions, certificates and other documents required to be delivered under Article 9VIII hereof.