Common use of Company Forbearances Clause in Contracts

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 8 contracts

Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (Cobiz Financial Inc), Agreement and Plan of Merger (First Connecticut Bancorp, Inc.)

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Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 8 contracts

Samples: Agreement and Plan of Merger (New York Community Bancorp Inc), Agreement and Plan of Merger (FCB Financial Holdings, Inc.), Agreement and Plan of Merger (FB Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the earlier of the Effective Time or earlier the termination of this AgreementAgreement in accordance with Article VIII, except as Previously Disclosed, as expressly contemplated or permitted by this Agreement (including Agreement, or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable Law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which shall not be unreasonably withheld):

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Columbia Banking System, Inc.), Agreement and Plan of Merger (Columbia Banking System Inc)

Company Forbearances. During Except as set forth in Section 6.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement, as required by applicable law, rule or regulation, or by any Governmental Entity or as required by a Company Benefit Plan or as required by any agreement in effect on the date hereof (true and correct copies of which have been delivered to Parent prior to the date of this Agreement), during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Time, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which consent shall not be unreasonably withheld or delayed):

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Consolidated Communications Holdings, Inc.), Agreement and Plan of Merger (Digirad Corp), Agreement and Plan of Merger (Enventis Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or the earlier termination of this AgreementAgreement in accordance with its terms, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), as required by law Law or as consented to in writing by Purchaser (such Parent, which consent shall not to unreasonably be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Two River Bancorp), Agreement and Plan of Merger (Oceanfirst Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheldlaw, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 4 contracts

Samples: Agreement and Plan of Merger (City National Corp), Agreement and Plan of Merger (Canadian Imperial Bank of Commerce /Can/), Agreement and Plan of Merger (Royal Bank of Canada)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in Section 5.2 of the Company Disclosure Schedule), as expressly required by law this Agreement, any Transaction Document, or as consented to in writing required by Purchaser (such consent not to be unreasonably withheldLaw, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to and shall cause its Subsidiaries not to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, delayed or conditioned):

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Neff Corp), Agreement and Plan of Merger (Neff Corp), Agreement and Plan of Merger (United Rentals North America Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as set forth in the Company Disclosure Schedule and except as required by Law or as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall will not, and shall will not permit any of its the Company Subsidiaries to, without the prior written consent of Parent:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (R H Donnelley Corp), Agreement and Plan of Merger (Dex Media Inc), Agreement and Plan of Merger (Dex Media West LLC)

Company Forbearances. During the period from the date of this Agreement to the Effective Time Time, except as set forth in this Section 5.2 of the Company Disclosure Schedule or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule)Agreement, required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Merrill Lynch & Co., Inc.), Agreement and Plan of Merger (Bank of America Corp /De/), Agreement and Plan of Merger (Merrill Lynch & Co Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Keycorp /New/), Agreement and Plan of Merger (First Niagara Financial Group Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), may be required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheldapplicable Law, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Buyer (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Eastern Bankshares, Inc.), Agreement and Plan of Merger (Cambridge Bancorp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or the earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Cape Bancorp, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), as expressly contemplated or permitted by this Agreement or as required by applicable law or as consented binding regulatory guidance, Company shall not, and shall not permit any of its Subsidiaries to in writing by Purchaser without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Horizon National Corp), Agreement and Plan of Merger (Capital Bank Financial Corp.)

Company Forbearances. During the period from the date of this Agreement hereof to the Effective Time or earlier termination of this AgreementAgreement pursuant to its terms, except as set forth in the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any Company Subsidiary to, without the prior written consent of its Subsidiaries to:Parent (which consent shall not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Usa Interactive), Agreement and Plan of Merger (Udate Com Inc)

Company Forbearances. During the period from the date of this Agreement to until the Effective Time or earlier termination of this AgreementApplicable Forbearance Date, except as may be required by Law, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company applicable Company’s Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the each Company shall not, and shall not permit any of its Consolidated Subsidiaries to:, directly or indirectly, without the prior written consent of the other parties to this Agreement (which prior written consent shall not be unreasonably delayed, conditioned or withheld):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Corporate Capital Trust II), Agreement and Plan of Merger (FS Investment Corp III)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as set forth in the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)otherwise required under the Pending Acquisition Agreement, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Chittenden Corp /Vt/), Agreement and Plan of Merger (People's United Financial, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law applicable Law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)a Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, delayed or conditioned):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Data Corp), Agreement and Plan of Merger (Fiserv Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CommunityOne Bancorp), Agreement and Plan of Merger (Capital Bank Financial Corp.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as set forth in Section 5.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law law, regulation or as consented to in writing mandatory policies imposed by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)any Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Envestnet, Inc.), Agreement and Plan of Merger (Yodlee Inc)

Company Forbearances. During the period from the date of this Agreement to and continuing until the Effective Time earlier of the Board Appointment Date or earlier the termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Letter or except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any of its the Company Subsidiaries to, without the prior written consent of Parent:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (U.S. Renal Care Inc), Agreement and Plan of Merger (Dialysis Corp of America)

Company Forbearances. During Except as expressly contemplated or permitted by this Agreement or as set forth in Section 6.2 of the Company Disclosure Schedule, during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Time, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which consent shall not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Toronto Dominion Bank), Agreement and Plan of Merger (Commerce Bancorp Inc /Nj/)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)any Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Old National Bancorp /In/), Agreement and Plan of Merger (CapStar Financial Holdings, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law law, regulation or as consented to in writing mandatory policies imposed by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)any Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Chubb Corp), Agreement and Plan of Merger

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as Previously Disclosed, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable Law, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Wilmington Trust Corp)

Company Forbearances. During the period from the date of this Agreement hereof to the Effective Time or the earlier termination of this AgreementAgreement in accordance with its terms, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), as required by law Law or as consented to in writing by Purchaser with the prior written consent of Parent (such which consent shall not to unreasonably be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Partners Bancorp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except (x) as set forth in the Company Disclosure Schedule, (y) as expressly contemplated or permitted by this Agreement or (including z) as set forth in the Company Disclosure Schedule), required by law applicable Law or as consented to in writing required or requested by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)a Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, delayed or conditioned):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Worldpay, Inc.), Agreement and Plan of Merger (Fidelity National Information Services, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as set forth in the Company Disclosure Schedule and, except as expressly contemplated or permitted by this Agreement (including as set forth in or the Company Disclosure Schedule), required by law Option Agreement or as consented to otherwise indicated in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)this Section 5.2, the Company shall not, and the Company shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Imperial Bancorp), Agreement and Plan of Merger (Comerica Inc /New/)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including Agreement, as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser the case of Section 5.2(b)(iii) and (such consent f), except for de minimis amounts not to be unreasonably withheld, conditioned or delayed)exceed in the aggregate $150,000 per quarter, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (State Bank Financial Corp), Agreement and Plan of Merger (Cadence Bancorporation)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination Time, except as set forth in Section 5.2 of this Agreement, the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which shall not be unreasonably withheld):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tierone Corp), Agreement and Plan of Merger (Tierone Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as Previously Disclosed, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheldapplicable law, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wachovia Corp New), Agreement and Plan of Merger (Wachovia Corp New)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination Time, except as set forth in Section 6.2 of this Agreement, the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in Agreement, the Company Disclosure Schedule)will not do any of the following without the prior written consent of Parent, required by law or as consented to in writing by Purchaser (such which consent shall not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Food Technology Service Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheldlaw, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld under clauses (e), (f), (g), (i), (l), (m), (n), (o), (p) or (q)):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mb Financial Inc /Md)

Company Forbearances. During Without limiting the foregoing, during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.2 of the Company Disclosure Schedules, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)regulatory directive, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Interstate Bancsystem Inc)

Company Forbearances. During Except as expressly contemplated or permitted by this Agreement or as set forth in Section 6.2 of the Company Disclosure Schedule, during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Time, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which consent shall not be unreasonably withheld):

Appears in 1 contract

Samples: Agreement and Plan of Merger (South Financial Group Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 6.1 and Section 6.2 of the Company Disclosure Schedule, as expressly contemplated or expressly permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable Law, the Company shall not, and shall not permit any of its Subsidiaries (to the extent applicable below) to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Td Ameritrade Holding Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time Closing Date or earlier termination of this Agreement, except as set forth in the Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in required by law, the Company Disclosure Schedule)shall not, required by law or as consented to in writing by and shall not permit any Enterprises to, without the prior written consent of Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:):

Appears in 1 contract

Samples: Equity Purchase Agreement (MVB Financial Corp)

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Company Forbearances. During the period from the date of this Agreement to the Effective Time or the earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), as expressly contemplated by this Agreement or as required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)law, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent, which consent shall not be unreasonably withheld, conditioned or delayed:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ocean Shore Holding Co.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayedincluding the Pandemic Measures), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (People's United Financial, Inc.)

Company Forbearances. During Without limiting the generality of Section 6.1, except as set forth in Section 6.2 of the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement, or as required by applicable law, rule or regulation, or by any Governmental Entity, during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Time, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which consent shall not be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ivillage Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination Time, except as set forth in Section 5.2 of this Agreement, the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Buyer:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alabama National Bancorporation)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as expressly contemplated or permitted by this Agreement (including Agreement, or as set forth in the Company Disclosure Schedule), required by applicable law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)a Governmental Entity, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which shall not be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Phazar Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheldlaw, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Horizon Corp)

Company Forbearances. During the period from the date of this Agreement to the earlier of the Effective Time or earlier the termination of this AgreementAgreement pursuant to Article IX, except as set forth in Section 7.3 of the Company Disclosure Schedule and except as required by Law or as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall will not, and shall will not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 1 contract

Samples: Escrow Agreement (Movie Star Inc /Ny/)

Company Forbearances. During the period from the date of this Agreement and continuing to the Effective Time or earlier termination of this AgreementTime, except as set forth in Section 7.2 of the Company Disclosure Schedule, as required by Law or as expressly contemplated required or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, do any of the following without the prior written consent of Parent, which consent shall not be unreasonably withheld, conditioned or delayed:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Force Protection Inc)

Company Forbearances. During Except as expressly contemplated or permitted by this Agreement or as set forth in Section 6.2 of the Company Disclosure Schedule or as required by applicable Law, during the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Time, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (which consent shall not be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epoch Holding Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Section 5.1 and 5.2 of the Company Disclosure Schedule, as expressly contemplated or expressly permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable Law, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Georgetown Bancorp, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementControl Time, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), Schedule and except as required by law or as consented to in writing required, permitted or contemplated by Purchaser (such this Agreement, the Company will not, and will not permit any of its Subsidiaries to, do any of the following without the prior written consent of Parent, which consent shall not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Analex Corp)

Company Forbearances. During the period from the date of this Agreement to and continuing until the Effective Time or earlier termination of this AgreementTime, except (i) as set forth in Section 5.2 of the Company Disclosure Schedule, (ii) as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule)Agreement, or required by law applicable Law, or as consented to in writing by Purchaser (such iii) with the prior written consent of Parent (which consent shall not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries Company Bank to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Flushing Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this AgreementTime, except as set forth in Schedule 6.2 and except as expressly contemplated or permitted by this Agreement (including as set forth in Agreement, the Company Disclosure Schedule)will not, required by law or as consented and will cause its Subsidiaries to in writing by Purchaser (such not, do any of the following without the prior written consent of Parent, which consent shall not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Telanetix,Inc)

Company Forbearances. During Without limiting the foregoing, during the period from the date of this Agreement to the Effective Time Closing Date or earlier valid termination of this Agreement, except as expressly contemplated or permitted by this Agreement (including as set forth in the applicable sub-section of Section 6.2 of the Company Disclosure Schedule), as expressly required by law this Agreement, as required by applicable Law or as consented to in writing by Purchaser (such with the prior written consent not to be unreasonably withheld, conditioned or delayed)of Buyer, the Company shall not, and the Company shall not permit any of its the Company Subsidiaries to, directly or indirectly:

Appears in 1 contract

Samples: Securities Purchase Agreement (Masonite International Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayedincluding the Pandemic Measures), the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Buyer (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Century Bancorp Inc)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination Time, except as set forth in Section 5.2 of this Agreement, the Company Disclosure Schedule and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule)Agreement, required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Countrywide Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in the Company Disclosure Schedule, as expressly contemplated or permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by law, Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:):

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Commonwealth Financial Corp /Pa/)

Company Forbearances. During the period from the date of this Agreement to the earlier of the Effective Time or earlier the termination of this AgreementAgreement in accordance with Article VIII, except as Previously Disclosed, as expressly contemplated or permitted by this Agreement (including Agreement, or as set forth in required by applicable Law, the Company Disclosure Schedule)shall not, required by law or as consented to in writing by Purchaser without the prior written consent of Parent (such which consent shall not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:):

Appears in 1 contract

Samples: Noncompetition and Nonsolicitation Agreement (CVB Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or the earlier termination of this AgreementAgreement in accordance with its terms, except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), as expressly contemplated by this Agreement or as required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as (i) expressly contemplated contemplated, required or permitted by this Agreement (including as set forth in the Company Disclosure ScheduleLetter), (ii) specifically directed by Parent or any of its affiliates, (iii) required by law law, or as (iv) consented to in writing by Purchaser Parent (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cowen Inc.)

Company Forbearances. During Without limiting the period generality of Section 7.1, from the date of this Agreement to the earlier of the Control Time and the Effective Time or earlier termination of this AgreementTime, except as required by law or exchange rule, as expressly contemplated or permitted by this Agreement (including Section 7.4) or as set forth in Section 7.2 of the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall not, and shall not permit any of its Subsidiaries to:, do any of the following without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Engility Holdings, Inc.)

Company Forbearances. During the period from the date of this Agreement to the Effective Time or earlier termination of this Agreement, except as set forth in Sections 5.1 and 5.2 of the Company Disclosure Schedule, as expressly contemplated or expressly permitted by this Agreement (including or as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)applicable Law, the Company shall not, and shall not permit any of its Subsidiaries to:, without the prior written consent of Parent (such consent not to be unreasonably withheld):

Appears in 1 contract

Samples: Agreement and Plan of Merger (EverBank Financial Corp)

Company Forbearances. During the period from the date of this Agreement to the earlier of (i) the Effective Time or earlier (ii) the termination of this AgreementAgreement in accordance with its terms, except as set forth in Section 6.2 of the Company Disclosure Letter and except as expressly contemplated or permitted by this Agreement (including as set forth in the Company Disclosure Schedule), required by law or as consented to in writing by Purchaser (such consent not to be unreasonably withheld, conditioned or delayed)Agreement, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior written consent of Parent:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital Gold Corp)

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