THE CONTINUING CORPORATION. In accordance with the terms of RCW Ch. 23B.11, the Company shall merge into InterWest (the "Merger"), the separate existence of the Company shall cease and InterWest (the "Continuing Corporation") shall survive, and the name of the Continuing Corporation shall be "InterWest Bancorp, Inc."
THE CONTINUING CORPORATION. In accordance with the terms of RCW Ch. 23B.11, the Company shall merge into Heritage (the "Merger"), the separate existence of the Company shall cease and Heritage (the "Continuing Corporation") shall survive, and the name of the Continuing Corporation shall be "Heritage Financial Corporation."
THE CONTINUING CORPORATION. On the Merger Effective Date (as hereinafter defined) Ballston shall merge into MSBC (the"Merger"), the separate existence of Ballston shall cease and MSBC (the "Continuing Corporation") shall survive.
THE CONTINUING CORPORATION. At the Effective Time (as defined in Section 1.03), pursuant to a Plan of Merger between Acquisition Corp. and Bancorp, substantially in the form attached hereto as EXHIBIT C (subject to regulatory review), Bancorp shall merge with and into Acquisition Corp. (the "Corporate Merger"), the separate corporate existence of Bancorp shall cease and Acquisition Corp. shall survive and continue to exist as a corporation (Acquisition Corp., as the surviving corporation in the Corporate Merger, sometimes being referred to herein as the "Continuing Corporation"). With the consent of Little Falls and Skylands, this Agreement may be amended, at any time prior to the Effective Time, to change the method of effecting the Mergers (including, without limitation, the provisions of this ARTICLE I) if and to the extent it deems such change to be necessary, appropriate or desirable; provided, however, that no such change shall (i) alter or change the amount or kind of consideration to be issued to holders of Bancorp Common Stock and Skylands Common Stock as provided for in this Plan, (ii) adversely affect the tax treatment of Bancorp's or Skylands's stockholders as a result of the Mergers or (iii) materially impede or delay consummation of the transactions contemplated by this Plan.
THE CONTINUING CORPORATION. On the Merger Effective Date, JBI Merger Sub shall merge with and into RBC, the separate existence of JBI Merger Sub shall cease and RBC (sometimes hereinafter referred to as the "Continuing Corporation") shall survive. The name of the Continuing Corporation shall be "JeffBanks Acquisitioncorp. V, Inc."
THE CONTINUING CORPORATION. On the Merger Effective Date, Peninsula shall merge with and into Southern, the separate existence of Peninsula shall cease and Southern (sometimes hereinafter referred to as the "CONTINUING CORPORATION") shall survive. The name of the Continuing Corporation shall be "Southern Community Bancorp."
THE CONTINUING CORPORATION. The FUNC Subsidiary shall merge with -------------------------- and into the Company (the "Merger"), the separate existence of the FUNC Subsidiary shall cease and the Company (sometimes hereinafter referred to as the "Continuing Corporation") shall survive the Merger and the name of the Continuing Corporation shall be "EVEREN Capital Corporation". The Continuing Corporation shall continue to be governed by the laws of the State of Delaware, and the separate corporate existence of the Continuing Corporation with all its rights, privileges, immunities, powers and franchises shall continue unaffected by the Merger. The Merger shall have the effects specified in the Delaware General Corporations Law (the "DGCL").
THE CONTINUING CORPORATION. On the Merger Effective Date (as hereinafter defined), the Holding Company shall merge into Tysons (the "Merger"), the separate existence of the Holding Company shall cease and Tysons (the "Continuing Corporation") shall survive.
THE CONTINUING CORPORATION. The Company shall merge with and into First Union (the "Corporate Merger"), the separate existence of the Company shall cease and First Union (the "Continuing Corporation") shall survive and the name of the Continuing Corporation shall be "First Union Corporation."
THE CONTINUING CORPORATION. On the Merger Effective Date the Holding Company shall merge into Regency (the "Merger"), the separate existence of the Holding Company shall cease and Regency (the "Continuing Corporation") shall survive.
