Blue Ball definition
Examples of Blue Ball in a sentence
Community Banks and Blue Ball National Bank have caused this Bank Plan of Merger to be executed by their duly authorized officers on the date first written above, each pursuant to a resolution of its board of directors, acting by a majority.
Each share of Blue Ball capital stock issued and outstanding immediately prior to the Effective Date shall, on the Effective Date, be cancelled, and no cash, stock or other property shall be delivered in exchange therefor.
On the Effective Date the separate existence of Blue Ball shall cease, and all of the property (real, personal and mixed), rights, powers, duties and obligations of Blue Ball shall be taken and deemed to be transferred to and vested in the Surviving Bank, without further act or deed, as provided by applicable laws and regulations.
The obligations of Community Banks and Blue Ball to effect the Bank Merger shall be subject to closing of the “Merger” provided for in the Agreement.
As of the Effective Date, or as soon as practicable thereafter, the Blue Ball Qualified Plans shall be merged into CMTY’s 401(k) plan.
Except for the Bank Plan of Merger, there are no subscriptions, options, warrants, calls, commitments, agreements or other Rights outstanding with respect to the capital stock of Blue Ball or any other PRFS Subsidiary.
CMTY shall cause each of the Blue Ball Designees to be appointed as a director of Community Banks effective as of the effective date of the Bank Merger to hold office until the first annual reorganization meeting of the Board of Directors of Community Banks after the effective date of the Bank Merger.
Blue Ball is duly licensed, registered or qualified to do business in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned or leased by it makes such licensing, registration or qualification necessary, except where the failure to be so licensed, registered or qualified would not have a Material Adverse Effect, and all such licenses, registrations and qualifications are in full force and effect in all material respects.
This Agreement is intended to supersede and replace the Blue Ball Employment Agreement.
CMTY agrees to cause each Blue Ball Designee who wishes to continue to serve to be renominated as a director of Community Banks for election at the 2006 and 2007 annual reorganization meetings of the Board of Directors of Community Banks, and agrees to vote its shares of Community Banks capital stock in favor of such election at such meetings.