Common use of Effective Date and Effective Time Clause in Contracts

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of Buyer, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i), and a record date for any dividend or other distribution in respect of the Buyer Common Stock is taken during the period of such delay such that the Valley Financial stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of Buyer, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i), and a record date for any dividend or other distribution in respect of the Buyer Common Stock is taken during the period of such delay such that the Valley Financial Virginia Commerce stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Virginia Commerce shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of BuyerUnited, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer United shall exercise its right to delay the Effective Date pursuant to this Section 2.02(a)(i)2.02, and a record date for any dividend or other distribution in respect of the Buyer United Common Stock is taken during the period of such delay such that the Valley Financial Centra stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Centra shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer United Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of BuyerUnited, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer United shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i)this Section, and a record date for any dividend or other distribution in respect of the Buyer United Common Stock is taken during the period of such delay such that the Valley Financial Premier stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Premier shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer United Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of BuyerSummit, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer Summit shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i2.02(a), and a record date for any dividend or other distribution in respect of the Buyer Summit Common Stock is taken during the period of such delay such that the Valley Financial GAFC stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial GAFC shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer Summit Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “"Effective Date”") to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII VII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger Agreement (or, at the election of BuyerUnited, on the last business day of the month in which such fifth business day occurs)occurs or, if such fifth business day occurs within the last five business days of such month, on the last business day of the succeeding month) or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “"Effective Time.”" (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer United shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i)this Section, and a record date for any dividend or other distribution in respect of the Buyer United Common Stock is taken during the period of such delay such that the Valley Financial stockholders Century Stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Century shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.other

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “"Effective Date”") to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII VII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger Agreement (or, at the election of BuyerUnited, on the last business day of the month in which such fifth business day occurs)occurs or, if such fifth business day occurs within the last five business days of such month, on the last business day of the succeeding month) or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “"Effective Time.”" (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer United shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i)this Section, and a record date for any dividend or other distribution in respect of the Buyer United Common Stock is taken during the period of such delay such that the Valley Financial stockholders Century Stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Century shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer United Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIIIVII, the parties shall cause the effective date of the Merger (the “Effective Date”) to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII VII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of BuyerUnited, on the last business day of the month in which such fifth business day occursperiod expires), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “Effective Time.” (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer United shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i), and a record date for any dividend or other distribution in respect of the Buyer United Common Stock is taken during the period of such delay such that the Valley Financial Georgetown stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial Georgetown shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IVIII, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer United Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.

Effective Date and Effective Time. (a) Subject to the satisfaction or waiver of the conditions set forth in Article VIII, the parties shall cause the effective date of the Merger (the “"Effective Date”") to occur on either (i) the fifth business day to occur after the last of the conditions set forth in Article VIII shall have been satisfied or waived in accordance with the terms of this Agreement, other than those conditions that by their nature are to be satisfied at the closing of the Merger (or, at the election of BuyerSummit, on the last business day of the month in which such fifth business day occurs), or (ii) such other date to which the parties may agree in writing. The time on the Effective Date when the Merger shall become effective is referred to as the “"Effective Time.”" (b) Notwithstanding any other provision in this Agreement to the contrary, if Buyer Summit shall exercise its right to delay the Effective Date pursuant to Section 2.02(a)(i2.02(a), and a record date for any dividend or other distribution in respect of the Buyer Summit Common Stock is taken during the period of such delay such that the Valley Financial GAFC stockholders will not be entitled to participate in such dividend, each stockholder of Valley Financial GAFC shall be entitled to receive, upon surrender of the Old Certificates or Book-Entry Shares and compliance with the other provisions of Article IV, a payment equal to the amount and kind of dividend or other distribution that such holder would have received had such holder been a holder of record of the shares of Buyer Summit Common Stock issuable to such holder in the Merger on the record date for such dividend or other distribution.