Common use of THE MERGER AND EFFECT THEREOF Clause in Contracts

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and the prior approval of the OTS of the Conversion, as defined in the Plan of Conversion, and the expiration of all applicable waiting periods, Interim III shall merge with and into the Bank, with the Bank as the Surviving Corporation. Upon consummation of the Bank Merger, the Surviving Corporation shall be considered the same business and corporate entity as each of the Constituent Corporations and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations shall vest in the Surviving Corporation and the Surviving Corporation shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations and shall have succeeded to all of each of their relationships, fiduciary or otherwise, fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving Corporation. In addition, any reference to either of the Constituent Corporations in any contract or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Bank if not inconsistent with the other provisions of the contract or document; and any pending action or other judicial proceeding of which either of the Constituent Corporations is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank Merger, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger had not occurred or the Surviving Corporation may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations if the Bank Merger had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and herein, including, without limitation, the prior approval of the OTS of the Conversion, as defined in the Plan of Conversion, and the expiration of all applicable waiting periods, Interim III B shall merge with and into the Bank, with which shall be the Bank as surviving bank (the "Surviving CorporationBank"). Upon consummation of the Bank MergerReorganization, the Surviving Corporation Bank shall be considered the same business and corporate entity as each of the Constituent Corporations Banks and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations Banks shall vest in the Surviving Corporation Bank and the Surviving Corporation Bank shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations Banks and shall have succeeded to all of each of their relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving CorporationBank. In addition, any reference to either of the Constituent Corporations Banks in any contract contract, will or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Surviving Bank if not inconsistent with the other provisions of the contract contract, will or document; and any pending action or other judicial proceeding of to which either of the Constituent Corporations Banks is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank MergerReorganization, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger Reorganization had not occurred or the Surviving Corporation Bank may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations Banks if the Bank Merger Reorganization had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and the prior approval of the OTS of the ConversionConversion and the Reorganization, as defined in the Plan of Conversion, and the expiration of all applicable waiting periods, Interim III B shall merge with and into the Savings Bank, with the Savings Bank as the Surviving Corporation. Upon consummation of the Bank MergerReorganization, the Surviving Corporation shall be considered the same business and corporate entity as each of the Constituent Corporations and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations shall vest in the Surviving Corporation and the Surviving Corporation shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations and shall have succeeded to all of each of their relationships, fiduciary or otherwise, fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been (originally acquired, incurred or entered into by the Surviving Corporation. In addition, addition any reference to either of the Constituent Corporations in any contract or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Savings Bank if not inconsistent with the other provisions of the contract or document; and any pending action or other judicial proceeding of which either of the Constituent Corporations is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank MergerReorganization, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger Reorganization had not occurred or the Surviving Corporation may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations if the Bank Merger Reorganization had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and herein, including, without limitation, the prior approval of the OTS Department of Banking of the Conversion, as defined in Commonwealth of Pennsylvania ("Department") and the Plan Board of Conversion, Governors of the Federal Reserve System ("Federal Reserve Board") and the expiration of all applicable waiting periods, Interim III shall merge with and into the BankHarleysville Savings, with the Bank as which shall be the Surviving CorporationBank. Upon consummation of the Bank Merger, the Surviving Corporation Bank shall be considered the same business and corporate entity as each of the Constituent Corporations Banks and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations Banks shall vest in the Surviving Corporation Bank and the Surviving Corporation Bank shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations Banks and shall have succeeded to all of each of their relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving CorporationBank. In addition, any reference to either of the Constituent Corporations Banks in any contract contract, will or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Surviving Bank if not inconsistent with the other provisions of the contract contract, will or document; and any pending action or other judicial proceeding of to which either of the Constituent Corporations Banks is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank Merger, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger had not occurred or the Surviving Corporation Bank may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations Banks if the Bank Merger had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein herein, including, without limitation, the receipt of all requisite prior approvals from the Banking Department, the OTS and the prior approval of Federal Deposit Insurance Corporation (the OTS of the Conversion, as defined in the Plan of Conversion, “FDIC”) and the expiration of all applicable waiting periods, Interim III shall merge with and into the Bank, with the Bank as which shall be the Surviving CorporationBank. Upon consummation of the Bank Merger, the Surviving Corporation Bank shall be considered the same business and corporate entity as each of the Constituent Corporations Banks and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations Banks shall vest in the Surviving Corporation Bank and the Surviving Corporation Bank shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations Banks and shall have succeeded to all of each of their relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving CorporationBank. In addition, any reference to either of the Constituent Corporations Banks in any contract contract, will or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Surviving Bank if not inconsistent with the other provisions of the contract contract, will or document; and any pending action or other judicial proceeding of to which either of the Constituent Corporations Banks is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank Merger, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger had not occurred or the Surviving Corporation Bank may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations Banks if the Bank Merger had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and herein, including, without limitation, the prior approval of the OTS Department of Banking of 3 the Commonwealth of Pennsylvania ("Department") and the Board of Governors of the Conversion, as defined in the Plan of Conversion, Federal Reserve System ("Federal Reserve Board") and the expiration of all applicable waiting periods, Interim III shall merge with and into the BankPennwood Savings, with the Bank as which shall be the Surviving CorporationBank. Upon consummation of the Bank Merger, the Surviving Corporation Bank shall be considered the same business and corporate entity as each of the Constituent Corporations Banks and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations Banks shall vest in the Surviving Corporation Bank and the Surviving Corporation Bank shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations Banks and shall have succeeded to all of each of their relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving CorporationBank. In addition, any reference to either of the Constituent Corporations Banks in any contract contract, will or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Surviving Bank if not inconsistent with the other provisions of the contract contract, will or document; and any pending action or other judicial proceeding of to which either of the Constituent Corporations Banks is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank Merger, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger had not occurred or the Surviving Corporation Bank may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations Banks if the Bank Merger had not occurred.

THE MERGER AND EFFECT THEREOF. Subject to the terms and conditions set forth herein and herein, including, without limitation, the prior approval of the OTS of the Conversion, as defined in the Plan of Conversion, and the expiration of all applicable waiting periods, Interim III shall merge with and into the BankAssociation, with the Bank as which shall be the Surviving CorporationAssociation. Upon consummation of the Bank Merger, the Surviving Corporation Association shall be considered the same business and corporate entity as each of the Constituent Corporations Associations and thereupon and thereafter all the property, rights, powers and franchises of each of the Constituent Corporations Associations shall vest in the Surviving Corporation Association and the Surviving Corporation Association shall be subject to and be deemed to have assumed all of the property, rights, privileges, powers, franchises, debts, liabilities, obligations and duties of each of the Constituent Corporations Associations and shall have succeeded to all of each of their relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, privileges, powers, franchises, debts, obligations, duties and relationships had been originally acquired, incurred or entered into by the Surviving CorporationAssociation. In addition, any reference to either of the Constituent Corporations Associations in any contract contract, will or document, whether executed or taking effect before or after the Effective Date, shall be considered a reference to the Bank Surviving Association if not inconsistent with the other provisions of the contract contract, will or document; and any pending action or other judicial proceeding of to which either of the Constituent Corporations Associations is a party shall not be deemed to have abated or to have been discontinued by reason of the Bank Merger, but may be prosecuted to final judgment, order or decree in the same manner as if the Bank Merger had not occurred or the Surviving Corporation Association may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against either of the Constituent Corporations Associations if the Bank Merger had not occurred.