Continuing Company definition
Examples of Continuing Company in a sentence
The amount of capital stock of the Continuing Company shall not be less than the capital stock of First Merchants immediately prior to the Effective Date increased by the amount of capital stock issued in accordance with Section 3 hereof.
The officers of First Merchants immediately prior to the Effective Date shall continue as the officers of the Continuing Company.
The name of the Continuing Company shall continue to be “First Merchants Corporation.” Its principal office shall be located at ▇▇▇ ▇.
The Board of Directors of the Continuing Company, until such time as their successors have been elected and qualified, shall consist of the current Board of Directors of First Merchants.
The Articles of Incorporation and the Bylaws of the Continuing Company shall be those of First Merchants immediately prior to the Effective Date until the same shall be further amended as provided therein or by law.
The decision of the Continuing Company Directors upon all matters within the scope of their authority shall be conclusive and binding on all parties.
The Continuing Company Directors shall be indemnified for all good faith actions taken in connection with the CIC Plan, to the fullest extent permitted by applicable Law.
The Articles of Incorporation and Bylaws of the Continuing Company shall be those of First Merchants immediately prior to the Effective Date until the same shall be further amended as provided by law.
Notwithstanding anything to the contrary set forth herein, after the Effective Time, nothing in this Section 5.1(a) shall preclude the Surviving Corporation from terminating the employment of any Continuing Company Employee for any lawful reason.
Each Continuing Company Employee shall become a participant in the Parent 401(k) Plan on the Closing Date (giving effect to the service crediting provisions of Section 5.1(c)); it being agreed that there shall be no gap in participation in a tax-qualified defined contribution plan.