FUSB definition
Examples of FUSB in a sentence
Nothing herein shall entitle the Employee to continued employment with the Bank, FUSB or any of their respective affiliates or to continued tenure in any specific office or position.
The Employee will not, at any time during the Restriction Period, disparage the Bank or FUSB or any of their respective current, former or future directors, officers, management personnel or representatives.
The Employee’s employment with the Bank and FUSB shall be terminable at the will of the Company, with or without Cause, subject to the terms of any other written agreement as may be in effect between the parties.
No representation or warranty in this Agreement shall be affected or deemed waived by reason of the fact that Parent, FUSB and/or their respective Representatives knew or should have known that any such representation or warranty was, is, might be or might have been inaccurate in any respect.
At the Effective Time, all rights, franchises and interests of TPB and FUSB in and to every type of property (real, personal and mixed) and choses in action shall be transferred to and vested in the Surviving Bank by virtue of the Affiliate Merger without any deed or other transfer.
At the request of Parent, TPB shall immediately prior to the Effective Time establish and take such charge-offs, reserves and accruals as Parent reasonably shall request to conform TPB’s loan, accrual, capital, reserve and other accounting policies to the policies of FUSB (collectively, the “Conforming Adjustments”).
Prior to the Closing, subject to approval of the ASBD for FUSB to pay a dividend to Parent in the amount of the Transaction Cash (the “Funding Dividend”), Parent will have sufficient cash on hand or other sources of immediately available funds to enable it to make payment of the Transaction Consideration and consummate the Transaction.
At the Effective Time, the separate corporate existence of TPB shall cease, and FUSB shall be the surviving bank resulting from the Affiliate Merger (the “Surviving Bank”) and shall continue to be (a) governed by the Laws of the State of Alabama and (b) a wholly owned Subsidiary of Parent.
The Articles of Incorporation of FUSB in effect immediately prior to the Effective Time shall be the Articles of Incorporation of the Surviving Bank immediately after the Effective Time, until amended in accordance with applicable Law.
The Surviving Bank shall have surplus and retained earnings equal to the consolidated capital accounts of TPB and FUSB immediately prior to the Effective Time.