Obligations of Surviving Corporation Sample Clauses

Obligations of Surviving Corporation. Parent agrees that it will, promptly after the Effective Time, (a) pay in full no later than five business days after the Closing Date all obligations to the Internal Revenue Service as necessary to satisfy the Estimated Payroll Tax Obligations, (b) pay in full all obligations owing KeyBank National Association under the Company’s loan #0100427938/20001, loan #0100417186/10001 to Xxxxx Xxxxxx, loan #0100415800/00001 to Xxxx X. Xxxxx, and loan #0100415966/00001 to Xxxxx X. Xxxxxx, (c) provide a standby letter of credit in substitution of the Company’s Standby Letter of Credit #S030367300, and (d) file with the Internal Revenue Service under the Delinquent Filer Voluntary Compliance Program all Forms 5500 for the Plans that have not previously been filed as required and pay all obligations arising in connection therewith.
Sample 1
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Related to Obligations of Surviving Corporation

  • Surviving Corporation 6 Tax...........................................................................17

  • Officers of Surviving Corporation The officers of the Company at the Effective Time shall, from and after the Effective Time, be the officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Charter and the Surviving By-Laws.

  • Bylaws of Surviving Corporation At the Effective Time, the Bylaws of Merger Sub (the “Merger Sub Bylaws”), as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended in accordance with applicable law.

  • The Surviving Corporation Section 3.01.

  • Directors and Officers of Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation. The officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the bylaws of the Surviving Corporation.

  • Bylaws of the Surviving Corporation The Bylaws of Company, as in effect immediately prior to the Effective Time, will be the Bylaws of the Surviving Corporation until thereafter amended in accordance with applicable law.

  • Obligations of Merger Subsidiary Parent shall take all action necessary to cause Merger Subsidiary to perform its obligations under this Agreement and to consummate the Merger on the terms and conditions set forth in this Agreement.

  • Interim Operations of Sub Sub was formed solely for the purpose of engaging in the transactions contemplated hereby, has engaged in no other business activities and has conducted its operations only as contemplated hereby.

  • Name of Surviving Corporation After the merger, the Surviving Corporation shall have the name "Capital Bank Corporation"

  • Operations of Sub Sub is a direct, wholly owned subsidiary of Parent, was formed solely for the purpose of engaging in the transactions contemplated hereby, has engaged in no other business activities and has conducted its operations only as contemplated hereby.

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