Common use of Plan of Merger; Reservation of Shares Clause in Contracts

Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewith, BB&T acknowledges that it (i) has adopted the Plan of Merger and (ii) will pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger Consideration and agrees not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 5 contracts

Samples: Merger Agreement (First Virginia Banks Inc), Merger Agreement (Republic Bancshares Inc), Merger Agreement (One Valley Bancorp Inc)

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Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewith, BB&T acknowledges that it undertakes and agrees (i) has adopted to adopt the Plan of Merger Merger, if not adopted as of the date hereof, and (ii) will to pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger Consideration and agrees not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 1 contract

Samples: Merger Agreement (First Liberty Financial Corp)

Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewith, BB&T acknowledges that it undertakes and agrees (i) has adopted to adopt the Plan of Merger and (ii) will to pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger Consideration and agrees not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 1 contract

Samples: Merger Agreement (First Citizens Corp /Ga/)

Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewiththis connection, each of BB&T acknowledges that it (i) has adopted the Plan of Merger and (ii) will BB&T Financial undertakes and agrees to pay or cause to be paid when due the Merger ConsiderationConsideration to be distributed pursuant to Section 2.7. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the portion of the Merger Consideration and agrees not to take any action that would cause be distributed in the aggregate number of authorized shares form of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the MergerStock. If at any time the aggregate number of shares of BB&T Common Stock reserved available for issuance hereunder is shall not be sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number amount of shares of the authorized BB&T Common Stock reserved for such purposeStock.

Appears in 1 contract

Samples: Merger Agreement (Franklin Bancorporation Inc)

Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewith, BB&T acknowledges that it (i) has adopted the Plan of Merger and (ii) will agrees to pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger Consideration and agrees not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)

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Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewiththis connection, BB&T acknowledges that it undertakes and agrees (i) has adopted to cause BB&T Financial to adopt the Plan of Merger and Merger; (ii) will to vote the shares of BB&T Financial common stock for approval of the Plan of Merger; and (iii) to pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger portion of the Consideration to be distributed in the form of BB&T Common Stock, and agrees to not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 1 contract

Samples: Merger Agreement (Life Bancorp Inc)

Plan of Merger; Reservation of Shares. At the Effective Time, the Merger shall be effected in accordance with the Plan of Merger. In connection therewith, BB&T acknowledges that it undertakes and agrees (i) has adopted to cause BB&T Financial to adopt the Plan of Merger and Merger; (ii) will to vote the shares of BB&T Financial common stock for approval of the Plan of Merger; and (iii) to pay or cause to be paid when due the Merger Consideration. BB&T has reserved for issuance such number of shares of BB&T Common Stock as shall be necessary to pay the Merger Consideration and agrees not to take any action that would cause the aggregate number of authorized shares of BB&T Common Stock available for issuance hereunder not to be sufficient to effect the Merger. If at any time the aggregate number of shares of BB&T Common Stock reserved for issuance hereunder is not sufficient to effect the Merger, BB&T shall take all appropriate action as may be required to increase the number of shares of BB&T Common Stock reserved for such purpose.

Appears in 1 contract

Samples: Merger Agreement (Maryland Federal Bancorp Inc)

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