Adverse Actions. Take any action or omit to take any action that would reasonably be likely to result in (i) any of the Company’s representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Law.
Appears in 4 contracts
Sources: Merger Agreement (Bank of Marin Bancorp), Merger Agreement (Bank of Marin Bancorp), Merger Agreement (Community Bancorp Inc)
Adverse Actions. Take any action or omit to take any action that would reasonably be likely to result in (i) any of the Company’s representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawlaw or regulation.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Placer Sierra Bancshares)
Adverse Actions. Take any action or omit to Knowingly take any action that would is intended or is reasonably be likely to result in (i) any of the Company’s 's representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawlaw or regulation.
Appears in 1 contract
Adverse Actions. Take any action or omit to take any action that would is intended to, or is reasonably be likely to result in in, (i) any of the Company’s representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawlaw or regulation.
Appears in 1 contract
Adverse Actions. Take any action Notwithstanding anything herein to the contrary, take, or omit to take take, any action that would is reasonably be likely to result in (iA) any of the Company’s representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, Time or (iiB) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) in a material violation of any provision of this Agreement, except as may be required by applicable Lawtimely manner.
Appears in 1 contract
Adverse Actions. Take any action that is intended or omit to take any action that would is reasonably be likely to result in (ix) any of the Company’s its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Company Merger Effective Time, Time or (iiy) any of the conditions to the Merger Mergers set forth in Article VII 8 not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawsatisfied.
Appears in 1 contract
Adverse Actions. Take any action or omit to take any action that would reasonably be likely to result in (i) any of the Company’s or any of its Subsidiaries’ representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawlaw or regulation.
Appears in 1 contract
Adverse Actions. Take any action or omit to Except as permitted by Section 6.04, take any action that would is intended or is reasonably be likely to result in (ix) any of the Company’s its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Company Merger Effective Time, Time or (iiy) any of the conditions to the Merger Mergers set forth in Article VII 8 not being satisfied or (iii) a material violation of any provision of this Agreement, except as may be required by applicable Lawsatisfied.
Appears in 1 contract
Adverse Actions. Take any action Notwithstanding anything herein to the contrary, take, or omit to take take, any action that would is reasonably be likely to result in (iA) any of the Company’s 's representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, Time or (iiB) any of the conditions to the Merger set forth in Article VII not being satisfied or (iii) in a material violation of any provision of this Agreement, except as may be required by applicable Lawtimely manner.
Appears in 1 contract
Sources: Merger Agreement (Vib Corp)
Adverse Actions. Take any action or omit to Knowingly take any action that would is intended or is reasonably be likely to result in (iA) any of the Trust Company’s 's representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (iiB) any of the conditions to the Merger set forth in Article VII not being satisfied satisfied, or (iiiC) a material violation breach of any provision of this Agreement; except, except in each case, as may be required by applicable Lawlaw.
Appears in 1 contract
Sources: Merger Agreement (First National Bancshares Inc/ Fl/)