Common use of The Parent Merger Clause in Contracts

The Parent Merger. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, PWOD shall merge with and into NWBI (the “Parent Merger”), NWBI shall survive the Parent Merger and continue to exist as a Maryland corporation (NWBI, as the surviving corporation in the Parent Merger, is sometimes referred to herein as the “Surviving Corporation”), and the separate corporate existence of PWOD shall cease. At the Effective Time: (i) The NWBI Articles, as in effect immediately prior to the Effective Time, shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the MGCL; (ii) The NWBI Bylaws, as in effect immediately prior to the Effective Time, shall be the regulations of the Surviving Corporation until amended in accordance with the MGCL; (iii) Subject to Section 6.23, each individual serving as a director of NWBI immediately prior to the Effective Time shall remain a director of the Surviving Corporation for the balance of the term for which such individual was elected and shall serve as such until his or her successor is duly elected and qualified in the manner provided for in the NWBI Articles and the NWBI Bylaws or as otherwise provided by the MGCL or until his or her earlier death, resignation or removal in the manner provided in the NWBI Articles or the NWBI Bylaws or as otherwise provided by the MGCL; and (iv) At and after the Effective Time, each share of NWBI Common Stock issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding and shall not be affected by the Parent Merger.

The Parent Merger. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, PWOD MB shall merge with and into NWBI OVBC (the “"Parent Merger”"), NWBI OVBC shall survive the Parent Merger and continue to exist as a Maryland an Ohio corporation (NWBIOVBC, as the surviving corporation in the Parent Merger, is sometimes referred to herein as the “"Surviving Corporation”"), and the separate corporate existence of PWOD MB shall cease. At the Effective Time: (i) The NWBI the OVBC Articles, as in effect immediately prior to the Effective Time, shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the MGCLOGCL; (ii) The NWBI Bylawsthe OVBC Code, as in effect immediately prior to the Effective Time, shall be the code of regulations of the Surviving Corporation until amended in accordance with the MGCL;OGCL; and (iii) Subject to except as otherwise provided in Section 6.236.10(b), each individual serving as a director of NWBI OVBC immediately prior to the Effective Time shall remain become a director of the Surviving Corporation for the balance of the term for which such individual was elected and shall serve as such until his or her successor is duly elected and qualified in the manner provided for in the NWBI OVBC Articles and the NWBI Bylaws OVBC Code or as otherwise provided by the MGCL OGCL or until his or her earlier death, resignation or removal in the manner provided in the NWBI OVBC Articles or the NWBI Bylaws OVBC Code or as otherwise provided by the MGCL; and (iv) At and after the Effective Time, each share of NWBI Common Stock issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding and shall not be affected by the Parent MergerOGCL.

The Parent Merger. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, PWOD EFBI shall merge with and into NWBI LCNB (the “Parent Merger”), NWBI LCNB shall survive the Parent Merger and continue to exist as a Maryland an Ohio corporation (NWBILCNB, as the surviving corporation in the Parent Merger, is sometimes referred to herein as the “Surviving Corporation”), and the separate corporate existence of PWOD EFBI shall cease. At the Effective Time: (i) The NWBI LCNB Articles, as in effect immediately prior to the Effective Time, shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the MGCLOGCL; (ii) The NWBI BylawsLCNB Regulations, as in effect immediately prior to the Effective Time, shall be the regulations of the Surviving Corporation until amended in accordance with the MGCLOGCL; (iii) Subject to Section 6.23, each Each individual serving as a director of NWBI LCNB immediately prior to the Effective Time shall remain a director of the Surviving Corporation for the balance of the term for which such individual was elected and shall serve as such until his or her successor is duly elected and qualified in the manner provided for in the NWBI LCNB Articles and the NWBI Bylaws LCNB Regulations or as otherwise provided by the MGCL OGCL or until his or her earlier death, resignation or removal in the manner provided in the NWBI LCNB Articles or the NWBI Bylaws LCNB Regulations or as otherwise provided by the MGCLOGCL; and (iv) At and after the Effective Time, each share of NWBI LCNB Common Stock Shares issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding and shall not be affected by the Parent Merger.

The Parent Merger. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, PWOD CNNB shall merge with and into NWBI LCNB (the “Parent Merger”), NWBI LCNB shall survive the Parent Merger and continue to exist as a Maryland an Ohio corporation (NWBILCNB, as the surviving corporation in the Parent Merger, is sometimes referred to herein as the “Surviving Corporation”), and the separate corporate existence of PWOD CNNB shall cease. At the Effective Time: (i) The NWBI LCNB Articles, as in effect immediately prior to the Effective Time, shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the MGCLOGCL; (ii) The NWBI BylawsLCNB Regulations, as in effect immediately prior to the Effective Time, shall be the regulations of the Surviving Corporation until amended in accordance with the MGCLOGCL; (iii) Subject to Section 6.23, each Each individual serving as a director of NWBI LCNB immediately prior to the Effective Time shall remain a director of the Surviving Corporation for the balance of the term for which such individual was elected and shall serve as such until his or her successor is duly elected and qualified in the manner provided for in the NWBI LCNB Articles and the NWBI Bylaws LCNB Regulations or as otherwise provided by the MGCL OGCL or until his or her earlier death, resignation or removal in the manner provided in the NWBI LCNB Articles or the NWBI Bylaws LCNB Regulations or as otherwise provided by the MGCLOGCL; and (iv) At and after the Effective Time, each share of NWBI LCNB Common Stock Shares issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding and shall not be affected by the Parent Merger.