Merger Transaction. Subject to the terms and conditions ------------------ hereof, the parties hereto agree that the Company shall be merged with and into Merger Sub in accordance with the applicable provisions of the Georgia Business Corporation Act (the "GBCA") and the Tennessee Business Corporation Act (the "TBCA"), and the separate existence of the Company shall thereupon cease. Merger Sub shall be the surviving corporation in the Merger (the "Surviving Corporation") and shall be a wholly-owned subsidiary of InterCept. Subject to the terms and conditions hereof, the parties hereto shall take all actions necessary in accordance with applicable law and their respective Articles of Incorporation or Charter, as the case may be, and Bylaws to cause the Merger to be consummated.
Appears in 1 contract
Sources: Acquisition and Merger Agreement (Intercept Group Inc)
Merger Transaction. Subject to the terms and conditions ------------------ hereof, the parties hereto agree that the Company shall be merged with and into Merger Sub Buyer in accordance with the applicable provisions of the Georgia Business Corporation Act (the "GBCA") and the Tennessee Business Corporation Act (the "TBCA"), and the separate existence of the Company shall thereupon cease. Merger Sub Buyer shall be the surviving corporation in the Merger (the "Surviving Corporation") and shall be a wholly-owned subsidiary of InterCept. Subject to the terms and conditions hereof, the parties hereto shall take all actions necessary in accordance with applicable law and their respective Articles of Incorporation or Charter, as the case may be, and Bylaws to cause the Merger to be consummated.
Appears in 1 contract
Sources: Acquisition and Merger Agreement (Intercept Group Inc)
Merger Transaction. Subject to the terms and conditions ------------------ hereof, the parties hereto agree that the Company Companies shall be merged with and into Merger Sub in accordance with the applicable provisions of the Georgia Business Corporation Act (the "GBCA") and the Tennessee Business Corporation Act (the "TBCA"), and the separate existence of the Company Companies shall thereupon cease. Merger Sub shall be the surviving corporation in the Merger (the "Surviving Corporation") and shall be a wholly-owned subsidiary of InterCept. Subject to the terms and conditions hereof, the parties hereto shall take all actions necessary in accordance with applicable law and their respective Articles of Incorporation or Charter, as the case may be, and Bylaws to cause the Merger to be consummated.
Appears in 1 contract
Sources: Acquisition and Merger Agreement (Intercept Group Inc)