Common use of Effective Time; Effects of the Merger Clause in Contracts

Effective Time; Effects of the Merger. a. The Merger shall become effective at the latest of: (i) the issuance by the West Virginia Secretary of State (“WVSOS”) of a certificate of merger relating to the Merger; (ii) the issuance by the Virginia State Corporation Commission (the “SCC”) of a certificate of merger relating to the Merger; and (iii) the time set forth in articles of merger relating to the Merger to be filed with the WVSOS and the SCC; such time referred to herein as the “Effective Time.” b. At the Effective Time, the Merger shall have the effects set forth in Section 13.1-721 of the VSCA and Section 31D-11-1107 of the WVBCA. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time the separate corporate existence of CBTC shall cease and all of the properties, rights, powers, privileges, franchises, patents, trademarks, licenses, registrations and other assets of every kind and description of CBTC shall be vested in, and all debts, liabilities and obligations of CBTC shall be the obligation of, United as the Surviving Entity, all without further act or deed, in accordance with the applicable provisions of the VSCA and the WVBCA.

Effective Time; Effects of the Merger. a. The Merger shall shall, in accordance with and subject to the provisions of the Merger Agreement become effective at the latest of: later of (i) the issuance by the West Virginia Secretary filing of State (“WVSOS”) Articles of a certificate of merger relating to the Merger; (ii) the issuance by Merger with the Virginia State Corporation Commission (the “SCC”) in accordance with the provisions of a certificate Section 13.1-720 of the Virginia Stock Corporation Act; (ii) the filing of the appropriate articles of merger relating to with the MergerMaryland State Department of Assessments and Taxation (“SDAT”); and (iii) the time set forth in articles such Articles of merger relating to the Merger to be filed with the WVSOS and the SCCMerger; such time referred to herein as the “Effective Time.” b. At the Effective Time, the Merger shall have the effects set forth in Section 13.1-721 of the VSCA and Section 31D-11-1107 of the WVBCAVSCA. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time the separate corporate existence of CBTC Colombo shall cease and FVCbank as the Successor Institution shall succeed to and possess all of the properties, rights, powers, privileges, franchises, patents, trademarks, licenses, registrations registrations, and other assets of every kind and description of CBTC Colombo, and shall be vested insubject to, and responsible for, all debts, liabilities and obligations of CBTC shall be the obligation of, United as the Surviving EntityColombo, all without further act or deed, in accordance with the applicable provisions of the VSCA and VSCA. c. The Successor Institution shall continue to operate under the WVBCAname “FVCbank.”