Common use of Liabilities of Continuing Corporation Clause in Contracts

Liabilities of Continuing Corporation. At the Effective Time, Continuing Corporation shall be liable for all liabilities of the Company and Prosperity. All debts, liabilities, obligations and contracts of the Company and of Prosperity, respectively, matured or unmatured, whether accrued, absolute, contingent or otherwise, and whether or not reflected or reserved against on balance sheets, books of account, or records of the Company or Prosperity, as the case may be, shall be those of Continuing Corporation and shall not be released or impaired by the Merger. All rights of creditors and other obligees and all liens on property of either the Company or Prosperity shall be preserved unimpaired subsequent to the Merger.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Prosperity Bancshares Inc), Agreement and Plan of Reorganization (Prosperity Bancshares Inc), Agreement and Plan of Reorganization (Prosperity Bancshares Inc)

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Liabilities of Continuing Corporation. At the Effective Time, Continuing Corporation shall be liable for all liabilities Liabilities (as defined herein) of the Company and ProsperityAllegiance. All debts, liabilities, Liabilities and obligations and contracts of the Company and of ProsperityAllegiance, respectively, matured or unmatured, whether accrued, absolute, contingent or otherwise, and whether or not reflected or reserved against on balance sheets, books of account, or records of the Company or ProsperityAllegiance, as the case may be, shall be those of Continuing Corporation and shall not be released or impaired by the Merger. All rights of creditors and other obligees and all liens on property of either the Company or Prosperity Allegiance shall be preserved unimpaired subsequent to the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Allegiance Bancshares, Inc.)

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