Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 50 contracts
Sources: Merger Agreement (United Bankshares Inc/Wv), Agreement and Plan of Reorganization (Community Bankers Trust Corp), Merger Agreement (United Bankshares Inc/Wv)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 49 contracts
Sources: Merger Agreement (Columbia Financial, Inc.), Merger Agreement (Northfield Bancorp, Inc.), Merger Agreement (MidWestOne Financial Group, Inc.)
Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 368 of the Code.
Appears in 40 contracts
Sources: Merger Agreement (SP Holding CORP), Merger Agreement (SP Holding CORP), Merger Agreement (Sontra Medical Corp)
Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 36 contracts
Sources: Agreement and Plan of Reorganization, Merger Agreement (Adamis Pharmaceuticals Corp), Merger Agreement (Convio, Inc.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 35 contracts
Sources: Merger Agreement (First Commonwealth Financial Corp /Pa/), Merger Agreement (People's United Financial, Inc.), Merger Agreement (Hopfed Bancorp Inc)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute be, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code.
Appears in 18 contracts
Sources: Merger Agreement (Westport Innovations Inc), Merger Agreement (Fuel Systems Solutions, Inc.), Merger Agreement (Chambers Street Properties)
Tax Consequences. It is intended that the Merger Mergers, taken together, shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 14 contracts
Sources: Merger Agreement (Esquire Financial Holdings, Inc.), Merger Agreement (Flushing Financial Corp), Merger Agreement (Paltalk, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 13 contracts
Sources: Merger Agreement (Eagle Financial Corp), Merger Agreement (Security First Technologies Corp), Merger Agreement (Webster Financial Corp)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of under Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 12 contracts
Sources: Merger Agreement (Orrstown Financial Services Inc), Merger Agreement (PCSB Financial Corp), Merger Agreement (Brookline Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of as that term is used in Sections 354 and 361 of the Code.
Appears in 12 contracts
Sources: Merger Agreement (Berkshire Hills Bancorp Inc), Merger Agreement (Lakeland Bancorp Inc), Merger Agreement (Berkshire Hills Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of reorganization under Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 11 contracts
Sources: Merger Agreement (FTM Media Inc), Merger Agreement (Alteon Websystems Inc), Merger Agreement (FTM Media Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 10 contracts
Sources: Merger Agreement (Huntington Bancshares Inc /Md/), Merger Agreement (Huntington Bancshares Inc /Md/), Merger Agreement (Veritex Holdings, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 10 contracts
Sources: Merger Agreement (1st Constitution Bancorp), Merger Agreement (1st Constitution Bancorp), Merger Agreement (Lakeland Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 9 contracts
Sources: Acquisition Agreement (Quadramed Corp), Acquisition Agreement (Quadramed Corp), Acquisition Agreement (Quadramed Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 9 contracts
Sources: Agreement and Plan of Reorganization (Intracel Corp), Agreement and Plan of Merger (North Fork Bancorporation Inc), Agreement and Plan of Reorganization (Intracel Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 9 contracts
Sources: Merger Agreement (Us Bancorp /Or/), Merger Agreement (Bancorpsouth Inc), Merger Agreement (Cognex Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Codesuch purposes.
Appears in 8 contracts
Sources: Agreement and Plan of Merger (Medley Capital Corp), Agreement and Plan of Merger (Sierra Income Corp), Merger Agreement (Sierra Income Corp)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of under Section 368(a) of the Code, and that this the Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 8 contracts
Sources: Merger Agreement (Mayflower Bancorp Inc), Merger Agreement (Independent Bank Corp), Merger Agreement (Independent Bank Corp)
Tax Consequences. It is intended that the Merger shall constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 8 contracts
Sources: Merger Agreement (Suntrust Banks Inc), Merger Agreement (National Commerce Financial Corp), Merger Agreement (Alamosa Holdings Inc)
Tax Consequences. It is intended that the Merger shall constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 of the Code.
Appears in 8 contracts
Sources: Merger Agreement (Parkway Acquisition Corp.), Merger Agreement (Gb&t Bancshares Inc), Merger Agreement (Citizens Banking Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 of the Code.
Appears in 7 contracts
Sources: Merger Agreement (Winthrop Resources Corp), Merger Agreement (First Interstate Bancorp /De/), Merger Agreement (TCF Financial Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for purposes of as that term is used in Sections 354 and 361 of the Code.
Appears in 7 contracts
Sources: Merger Agreement (Hanmi Financial Corp), Merger Agreement (CB Financial Services, Inc.), Merger Agreement (FedFirst Financial Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code, ”) and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 Section 368 of the CodeCode and the Treasury Regulations thereunder.
Appears in 6 contracts
Sources: Merger Agreement (Tower Bancorp Inc), Merger Agreement (Abington Bancorp, Inc./Pa), Merger Agreement (Susquehanna Bancshares Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 6 contracts
Sources: Merger Agreement (Pinnacle Financial Partners Inc), Merger Agreement (Pinnacle Financial Partners Inc), Merger Agreement (Pinnacle Financial Partners Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for purposes within the meaning of Sections 354 and 361 of the CodeTreasury Regulation Section 1.368-2(g).
Appears in 5 contracts
Sources: Merger Agreement, Merger Agreement (Oritani Financial Corp), Merger Agreement (Valley National Bancorp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (Hispanamerica Corp), Merger Agreement (Realco Inc /Nm/), Merger Agreement (Innovative Drug Delivery Systems Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (Center Bancorp Inc), Agreement and Plan of Merger (Center Bancorp Inc), Merger Agreement (Center Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of or reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (FNB Corp/Fl/), Merger Agreement (BCSB Bancorp Inc.), Merger Agreement (FNB Corp/Fl/)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (First Connecticut Bancorp, Inc.), Merger Agreement (Cobiz Financial Inc), Merger Agreement (Suffolk Bancorp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(2)(D) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (Provant Inc), Merger Agreement (Provant Inc), Merger Agreement (Provant Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 5 contracts
Sources: Merger Agreement (Valley National Bancorp), Merger Agreement (Valley National Bancorp), Merger Agreement (1st United Bancorp, Inc.)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be, and is hereby adopted as, a “plan of reorganization” for the Merger for purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Spirit Realty Capital, Inc.), Merger Agreement (Realty Income Corp), Merger Agreement (VEREIT Operating Partnership, L.P.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(i)(A) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Agreement and Plan of Reorganization (Premier Financial Services Inc), Agreement and Plan of Reorganization (Northern Illinois Financial Corp), Merger Agreement (First Chicago NBD Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code, ") and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Pacific Northwest Bancorp), Merger Agreement (Gulf West Banks Inc), Merger Agreement (South Financial Group Inc)
Tax Consequences. It is intended that that, for United States federal income Tax purposes, the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute be, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Signature Office Reit Inc), Merger Agreement (Signature Office Reit Inc), Merger Agreement (Griffin Capital Essential Asset REIT, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Newmil Bancorp Inc), Merger Agreement (First Chester County Corp), Merger Agreement (First Chester County Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(1)(A) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement and the Plan of Merger shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (FCB Financial Corp), Merger Agreement (Home Bancorp of Elgin Inc), Merger Agreement (State Financial Services Corp)
Tax Consequences. It is intended that the Merger Merger, either alone or in conjunction with the Subsidiary Merger, shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Webster Financial Corp), Merger Agreement (Webster Financial Corp), Merger Agreement (Webster Financial Corp)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute be, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections Section 354 and Section 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Kite Realty Group, L.P.), Merger Agreement (Retail Properties of America, Inc.), Merger Agreement (Inland Diversified Real Estate Trust, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), and that this Agreement shall constitute a “"plan of reorganization” for purposes " within the meanings of Sections 354 354, 361 and 361 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (First of Long Island Corp), Merger Agreement (First of Long Island Corp), Merger Agreement (ConnectOne Bancorp, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Civitas Bankgroup Inc), Merger Agreement (LSB Bancshares Inc /Nc/), Merger Agreement (FNB Financial Services Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(1)(A) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Plan and Agreement of Merger (Safe Rx Pharmacies, Inc.), Merger Agreement (Washington Trust Bancorp Inc), Merger Agreement (First Financial Corp /Ri/)
Tax Consequences. It it is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(2)(D) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Bridgestreet Accommodations Inc), Merger Agreement (Bridgestreet Accommodations Inc), Merger Agreement (Bridgestreet Accommodations Inc)
Tax Consequences. It is intended that each of the Merger Mergers shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is adopted as, a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Agreement and Plan of Merger (Supermedia Inc.), Agreement and Plan of Merger (DEX ONE Corp), Merger Agreement (Supermedia Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Susquehanna Bancshares Inc), Agreement and Plan of Merger (Susquehanna Bancshares Inc), Merger Agreement (Sandy Spring Bancorp Inc)
Tax Consequences. It is intended by the parties hereto that the Merger ---------------- shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (Ydi Wireless Inc), Merger Agreement (Phazar Corp), Agreement and Plan of Reorganization (Fogdog Inc)
Tax Consequences. It is intended that the Merger and the Bank Merger shall each constitute a “reorganization” within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 the Code and 361 of the CodeTreasury Regulations promulgated thereunder.
Appears in 4 contracts
Sources: Merger Agreement (Esb Financial Corp), Merger Agreement (Wesbanco Inc), Merger Agreement (Fidelity Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code, ") and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (South Financial Group Inc), Merger Agreement (South Financial Group Inc), Merger Agreement (South Financial Group Inc)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute will qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be, and is hereby adopted as, a “plan of reorganization” for purposes of Sections 354 354, 361 and 361 368 of the Code.
Appears in 4 contracts
Sources: Merger Agreement (New Senior Investment Group Inc.), Merger Agreement (Ventas, Inc.), Merger Agreement (Cousins Properties Inc)
Tax Consequences. It is intended that the Reincorporation Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” in respect of the Reincorporation Merger for the purposes of Sections 354 and 361 of the Code.
Appears in 4 contracts
Sources: Transaction Agreement (Banco Bilbao Vizcaya Argentaria, S.A.), Transaction Agreement (Banco Bilbao Vizcaya Argentaria, S.A.), Transaction Agreement (Banco Bilbao Vizcaya Argentaria, S.A.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of reorganization under Section 368(a) of the Code, and that this the Agreement shall constitute a “"plan of reorganization” " for purposes of Sections Section 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Dana Corp), Merger Agreement (Echlin Inc), Merger Agreement (Echlin Inc)
Tax Consequences. It is intended that (i) the Merger shall constitute qualify as a “"reorganization” " within the meaning of Section 368(a) of the Code, and that (ii) this Agreement shall will constitute a “"plan of reorganization” for purposes " within the meaning of Sections 354 Treasury Regulation Section 1.368-2(g), and 361 (iii) the Company, Parent and Merger Sub will each be a party to the reorganization within the meaning of Section 368(b) of the Code.
Appears in 3 contracts
Sources: Merger Agreement (R H Donnelley Corp), Merger Agreement (Dex Media West LLC), Merger Agreement (Dex Media Inc)
Tax Consequences. It is intended that each of the Bank Merger and the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, Code and that each of the Bank Merger Agreement and this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Northeast Pennsylvania Financial Corp), Merger Agreement (Banknorth Group Inc/Me), Merger Agreement (KNBT Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization,” within the meaning of Treasury Regulation Section 1.368-2(g) as defined in Section 368 of the Code, for the purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Fifth Third Bancorp), Agreement and Plan of Merger (Fifth Third Bancorp), Merger Agreement (First National Bankshares of Florida Inc)
Tax Consequences. It is intended by the parties hereto that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code").
Appears in 3 contracts
Sources: Merger Agreement (Ondisplay Inc), Agreement and Plan of Reorganization (Va Linux Systems Inc), Merger Agreement (Teletrak Advanced Technology Systems Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(1)(A), by reason of Section 368(a)(2)(D) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement shall constitute a “"plan of reorganization” for purposes " within the meaning of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Xfone Inc), Merger Agreement (Xfone Inc), Merger Agreement (Xfone Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Mission Community Bancorp), Merger Agreement (Heritage Oaks Bancorp), Merger Agreement (State Street Corp)
Tax Consequences. It is intended that each of the First Step Merger and the Second Step Merger shall constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Arvin Industries Inc), Agreement and Plan of Reorganization (Crompton & Knowles Corp), Agreement and Plan of Reorganization (Witco Corp)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Community Bank System, Inc.), Merger Agreement (Merchants Bancshares Inc), Merger Agreement (Seacoast Banking Corp of Florida)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code, ”) and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Lakeland Bancorp Inc), Merger Agreement (Investors Bancorp, Inc.), Merger Agreement (Aros Corp)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of reorganization under Section 368(a) of the Code, and that this the Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Chittenden Corp /Vt/), Merger Agreement (Avalon Properties Inc), Merger Agreement (Bay Apartment Communities Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is adopted as, a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Merrill Lynch & Co Inc), Merger Agreement (Bank of America Corp /De/), Merger Agreement (Merrill Lynch & Co., Inc.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “"reorganization” within the meaning of " under Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 of the Code.. ARTICLE II—
Appears in 3 contracts
Sources: Merger Agreement (Bancorp Rhode Island Inc), Merger Agreement (Brookline Bancorp Inc), Merger Agreement (Danvers Bancorp, Inc.)
Tax Consequences. It is intended that the Merger shall and the Subsidiary ---------------- Merger each constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (First Source Bancorp Inc), Merger Agreement (Ffy Financial Corp), Merger Agreement (First Place Financial Corp /De/)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code. From and after the date of this Agreement and until the Closing Date, each party hereto shall use its reasonable best efforts to cause the Merger to qualify as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 3 contracts
Sources: Merger Agreement (S&t Bancorp Inc), Merger Agreement (DNB Financial Corp /Pa/), Merger Agreement (Southeastern Bank Financial CORP)
Tax Consequences. It is intended by the parties hereto that the ---------------- Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Lantronix Inc), Agreement and Plan of Reorganization (Netratings Inc), Merger Agreement (Marketfirst Software Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a368(a)(2)(E) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Amrion Inc), Merger Agreement (Medical Dynamics Inc), Merger Agreement (California Pro Sports Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code, ”) and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Sun American Bancorp), Merger Agreement (Pointe Financial Corp), Merger Agreement (Florida Banks Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that each of Parent, Merger Sub and the Company hereby adopt this Agreement shall constitute as a “"plan of reorganization” " for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Morgan Associates Inc), Merger Agreement (Kinder Richard D), Merger Agreement (K N Energy Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” for purposes of " as that term is used in Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Bank United Corp), Merger Agreement (Dime Bancorp Inc), Merger Agreement (Washington Mutual Inc)
Tax Consequences. It is intended that the Mergers and the Subsidiary Merger shall constitute a “reorganization” reorganizations within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and that this Agreement (together with the FNH Plan of Merger and the Parent Plan of Merger) shall constitute a “"plan of reorganization” " for purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (First Nationwide Holdings Inc), Merger Agreement (First Nationwide Parent Holdings Inc), Agreement and Plan of Reorganization (Mafco Holdings Inc)
Tax Consequences. It is intended by the parties that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Andover Bancorp Inc), Merger Agreement (Seacoast Financial Services Corp), Merger Agreement (Home Port Bancorp Inc)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a368(a)(1)(A) and (2)(D) of the Code, and that this Agreement shall constitute be, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement, Merger Agreement (Sun Communities Inc), Merger Agreement (Sun Communities Inc)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, (a) the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a) of the CodeCode and (b) this Agreement be, and that this Agreement shall constitute hereby is adopted as, a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Two Harbors Investment Corp.), Merger Agreement (Two Harbors Investment Corp.), Merger Agreement (UWM Holdings Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Td Banknorth Inc.), Merger Agreement (Toronto Dominion Bank), Merger Agreement (Hudson United Bancorp)
Tax Consequences. It is intended that the Merger Merger, either alone or in conjunction with the Institution Merger, shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 3 contracts
Sources: Merger Agreement (Empire Federal Bancorp Inc), Merger Agreement (Sterling Financial Corp /Wa/), Merger Agreement (Sterling Financial Corp /Wa/)
Tax Consequences. It The Merger is intended that the Merger shall constitute to qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be, and is hereby adopted by the Parties as, a “plan of reorganization” for purposes of Sections Section 354 and Section 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Sabra Health Care REIT, Inc.), Merger Agreement (Care Capital Properties, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” for purposes of Sections " as that term is used in Section 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Washington Mutual Inc), Merger Agreement (Long Beach Financial Corp)
Tax Consequences. It is intended that each of the Merger Mergers shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be, and is adopted as, a separate “plan of reorganization” for each Merger for purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Prologis), Merger Agreement (Amb Property Lp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (North Fork Bancorporation Inc), Merger Agreement (North Fork Bancorporation Inc)
Tax Consequences. It is intended that the Merger Mergers, taken together, shall constitute qualify as a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Southern Missouri Bancorp, Inc.), Merger Agreement (Southern Missouri Bancorp, Inc.)
Tax Consequences. It is intended that the Merger shall constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (General Binding Corp), Agreement and Plan of Reorganization (Conexant Systems Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, Code and that this Agreement shall constitute a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 Section 368 of the CodeCode and the Treasury Regulations thereunder.
Appears in 2 contracts
Sources: Merger Agreement (Republic First Bancorp Inc), Merger Agreement (Pennsylvania Commerce Bancorp Inc)
Tax Consequences. It is intended that that, for U.S. federal income tax purposes, the Merger shall constitute will qualify as a “reorganization” reorganization within the meaning of Section 368(aSections 368(a)(1)(A) and 368(a)(2)(E) of the Code, and that this Agreement shall constitute be, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Western Capital Resources, Inc.), Merger Agreement (Western Capital Resources, Inc.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is adopted as, a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Metavante Technologies, Inc.), Merger Agreement (Fidelity National Information Services, Inc.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the CodeCode (and any comparable provision of state law), and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Blue Foundry Bancorp), Merger Agreement (Commerce Bancshares Inc /Mo/)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be, and is adopted as, a “plan of reorganization” for purposes of Sections 354 354, 361 and 361 368 of the CodeCode and within the meaning of Treasury Regulations Section 1.368-2(g).
Appears in 2 contracts
Sources: Merger Agreement (Numerex Corp /Pa/), Merger Agreement (Sierra Wireless Inc)
Tax Consequences. It is intended that the Merger shall ---------------- constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Healthcare Financial Partners Inc), Merger Agreement (Heller Financial Inc)
Tax Consequences. It is intended that the Merger shall constitute a “"reorganization” " within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Cavalry Bancorp Inc), Merger Agreement (Pinnacle Financial Partners Inc)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986 (the "Code, ") and that this Agreement shall constitute a “"plan of reorganization” " for the purposes of Sections 354 and 361 Section 368(a) of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Commerce Bancshares Inc /Mo/), Merger Agreement (West Pointe Bancorp Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “"reorganization” within the meaning of " under Section 368(a) of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes of Sections Section 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Career Education Corp), Merger Agreement (Whitman Education Group Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is hereby adopted as, a “plan of reorganization” reorganization for purposes of Sections 354 and 361 of the Code. From and after the date of this Agreement and until the Closing Date, each party shall use its reasonable best efforts to cause the Merger to qualify as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Park Sterling Corp), Merger Agreement (SOUTH STATE Corp)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of under Section 368(a) of the CodeCode and the Treasury Regulations promulgated thereunder, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the CodeCode and the Treasury Regulations promulgated thereunder.
Appears in 2 contracts
Sources: Merger Agreement (Peoples Federal Bancshares, Inc.), Merger Agreement (Independent Bank Corp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) 368 of the Code, and that this Agreement shall constitute a “"plan of reorganization” " for purposes the purpose of Sections 354 and 361 Section 368 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Interchange Financial Services Corp /Nj/), Merger Agreement (Bridge View Bancorp)
Tax Consequences. It is intended that the Merger shall constitute a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute a “plan of reorganization” for the purposes of Sections 354 and 361 Section 368 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Oceanfirst Financial Corp), Merger Agreement (Central Jersey Bancorp)
Tax Consequences. It is intended that the Merger Mergers, taken together, shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the CodeCode and the Treasury Regulations thereunder, and that this Agreement shall constitute will constitute, and is adopted as, a “plan of reorganization” for purposes of Sections 354 and 361 368 of the CodeCode and the Treasury Regulations thereunder.
Appears in 2 contracts
Sources: Merger Agreement (Ixys Corp /De/), Merger Agreement (Littelfuse Inc /De)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of under Section 368(a368(a)(1)(A) of the Code, and that this Agreement shall constitute a “plan of reorganization” for purposes of Sections 354 and 361 of the CodeCode and Section 1.368-2(g) of the Treasury Regulations promulgated thereunder.
Appears in 2 contracts
Sources: Merger Agreement (DCB Financial Corp), Merger Agreement (First Commonwealth Financial Corp /Pa/)
Tax Consequences. It is intended that the Merger shall constitute will qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute constitute, and is adopted as, a “plan of reorganization” for purposes within the meaning of Sections 354 and 361 Section 1.368-2(g) of the CodeTreasury Regulations.
Appears in 2 contracts
Sources: Merger Agreement (Apollo Medical Holdings, Inc.), Merger Agreement (Lance Inc)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” reorganization within the meaning of Section 368(a) of the Code, and that this this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (Old National Bancorp /In/), Merger Agreement (CapStar Financial Holdings, Inc.)
Tax Consequences. It is intended that the Merger shall constitute qualify as a “reorganization” within the meaning of Section 368(a) of the Code, and that this Agreement shall constitute is intended to be and is adopted as a “plan of reorganization” reorganization for the purposes of Sections 354 and 361 of the Code.
Appears in 2 contracts
Sources: Merger Agreement (First Foundation Inc.), Merger Agreement (Firstsun Capital Bancorp)