251 of DCC Sample Clauses

251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Trust Securities with respect to each Trust Security held by such Holder. Upon transfer of any Trust Securities to a third party, the previous Holder thereof shall no longer have any rights hereunder with respect to such Trust Securities. The rights under this Guarantee with respect to a Trust Security are not separately transferable from such Trust Security. The Initial Holders, by their execution of this Guarantee, hereby accept the rights under this Guarantee as initial purchasers of the respective number of Trust Securities set forth next to their names in Exhibit B attached hereto with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Trust Security from an Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Trust Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Trust Security.
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251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Class B Preferred Securities with respect to each Class B Preferred Security held by such Holder. Upon transfer of any Class B Preferred Securities to a third party, a Holder thereof shall no longer have any rights hereunder with respect to such Class B Preferred Securities. The rights under this Guarantee with respect to a Class B Preferred Security are not separately transferable from such Class B Preferred Security. The Initial Holder, by its execution of this Guarantee, hereby accepts the rights under this Guarantee as initial purchaser of the Class B Preferred Securities with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Class B Preferred Security from the Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Class B Preferred Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Class B Preferred Security.
251 of DCC. This Guarantee is a guarantee for the benefit of each Holder from time to time of Company Preferred Securities with respect to each Company Preferred Security held by such Holder. Upon transfer of any Company Preferred Securities to a third party, the previous Holder thereof shall no longer have any rights hereunder with respect to such Company Preferred Securities. The rights under this Guarantee with respect to a Company Preferred Security are not separately transferable from such Company Preferred Security. The Initial Holder, by its execution of this Guarantee, hereby accepts the rights under this Guarantee as initial purchaser of the Company Preferred Securities with the understanding that such rights shall be transferred by operation of law to any subsequent Holder acquiring a Company Preferred Security from the Initial Holder or from a subsequent Holder. It is specifically intended by the parties hereto that the rights under this Guarantee with respect to a Company Preferred Security shall be transferred by operation of law under Article 6:251 of the Dutch Civil Code ("DCC") to a subsequent Holder of that Company Preferred Security.

Related to 251 of DCC

  • Terms of Merger 2 2.1 Charter ....................................................... 2 2.2 Bylaws ........................................................ 2 2.3

  • Application of Delaware Law This Agreement, and the application of interpretation hereof, shall be governed exclusively by its terms and by the laws of the State of Delaware, and specifically the Delaware Act.

  • Certificate of Merger or Conversion Upon the required approval by the Manager of a Merger Agreement or a Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Termination of Merger Agreement Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

  • Transactions and Terms of Merger 2 1.1 Merger....................................................................2 1.2 Time and Place of Closing.................................................2 1.3

  • Effect of Merger, Consolidation or Conversion (a) At the effective time of the certificate of merger:

  • AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (the "Agreement") is made and entered into as of May 15, 1997, by and between XXXXX BANKCORP, INC. ("TARGET"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Ocilla, Georgia, and ABC BANCORP ("PURCHASER"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Moultrie, Georgia. PREAMBLE -------- Certain terms used in this Agreement are defined in Section 10.1 hereof. The Boards of Directors of TARGET and PURCHASER are of the opinion that the transactions described herein are in the best interests of TARGET and PURCHASER and their respective shareholders. This Agreement provides for the combination of TARGET with PURCHASER pursuant to the merger of TARGET with and into PURCHASER, as a result of which the outstanding shares of the capital stock of TARGET shall be converted into the right to receive shares of common stock of PURCHASER (except as provided herein), and the shareholders of TARGET shall become shareholders of PURCHASER (except as provided herein). The transactions described in this Agreement are subject to the approvals of the shareholders of TARGET, the Board of Governors of the Federal Reserve System, the Georgia Department of Banking and Finance and the satisfaction of certain other conditions described in this Agreement. It is the intention of the parties to this Agreement that the Merger for federal income tax purposes shall qualify as a "reorganization" within the meaning of Section 368(a) of the Internal Revenue Code. Simultaneous with the Closing of the Merger, The Bank of Ocilla, a wholly- owned Georgia state bank subsidiary of TARGET, will be merged with and into The Citizens Bank of Tifton ("Citizens Bank"), a wholly-owned Georgia state bank subsidiary of PURCHASER, and will thereafter be operated as a branch of Citizens Bank.

  • Certificate of Merger Upon the required approval by the General Partner and the Unitholders of a Merger Agreement, a certificate of merger shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Articles of Merger The parties agree that, as soon as practicable after satisfaction of all conditions to the Merger, they will jointly file executed Articles of Merger with the Department and make all other filings or recordings required by Maryland law in connection with the Merger.

  • Effects of Merger The Merger shall have the effects set forth in Section 259 of the DGCL.

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