Common use of Compliance with Laws, Permits and Instruments Clause in Contracts

Compliance with Laws, Permits and Instruments. Except as disclosed on Schedule 3.04, Baytown has in all material respects performed and abided by all obligations required to be performed by it to the date hereof, and has complied with, and is in compliance with, and is not in default (or with the giving of notice or the passage of time will be in default) under, or in violation of, (i) any provision of the Articles of Association or Association or Bylaws of Baytown, (ii) any material provision of any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown or its assets, operations, properties or businesses now conducted or heretofore conducted or (iii) any permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, award, statute, federal, state or local law, ordinance, rule or regulation of any court, arbitrator or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality applicable to Baytown or its assets, operations, properties or business now conducted or heretofore conducted. Except as set forth on Schedule 3.04, the execution, delivery and (provided the required regulatory and shareholder approvals are obtained) performance of this Agreement and the other agreements contemplated hereby, including, but not limited to the Consolidation Agreement, and the consummation of the transactions contemplated hereby and thereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default or loss of a benefit under, (i) any provision of the Articles of Association or Bylaws of Baytown, (ii) any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown or its assets, operations, properties or businesses or (iii) any permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, statute, law, ordinance, rule or regulation applicable to Baytown or its respective assets, operations, properties or business.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Bay Bancshares Inc)

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Compliance with Laws, Permits and Instruments. Except as disclosed on Schedule 3.04, Baytown has ANBFC, ANBFC Delaware, and the Bank have in all material respects performed and abided by all obligations required to be performed by it to the date hereof, and has complied with, and is in compliance with, and is not in default (or with the giving of notice or the passage of time will be in default) under, or in violation of, (i) any provision of the Articles of Incorporation of ANBFC, the Certificate of Incorporation of ANBFC Delaware, the Articles of Association or Association of the Bank, or Bylaws of BaytownANBFC, ANBFC Delaware, or the Bank, (ii) any material provision of any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown ANBFC, ANBFC Delaware, the Bank or its their respective assets, operations, properties or businesses now conducted or heretofore conducted or (iii) any permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, award, statute, federal, state or local law, ordinance, rule or regulation of any court, arbitrator or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality applicable to Baytown ANBFC, ANBFC Delaware, the Bank or its their respective assets, operations, properties or business businesses now conducted or heretofore conducted. Except as set forth on Schedule 3.04, the execution, delivery and (provided the required regulatory and shareholder approvals are obtained) performance of this Agreement and the other agreements contemplated hereby, including, but not limited to the Consolidation Merger Agreement, and the consummation of the transactions contemplated hereby and thereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default or loss of a benefit under, (i) any provision of the Articles of Incorporation of ANBFC, the Certificate of Incorporation of ANBFC Delaware, or Articles of Association of the Bank or Bylaws of BaytownANBFC, ANBFC Delaware, or the Bank, (ii) any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown ANBFC, ANBFC Delaware, the Bank or its their respective assets, operations, properties or businesses or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, statute, law, ordinance, rule or regulation applicable to Baytown ANBFC, ANBFC Delaware, the Bank or its their respective assets, operations, properties or businessbusinesses.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Summit Bancshares Inc /Tx/)

Compliance with Laws, Permits and Instruments. Except as disclosed on Schedule 3.04, Baytown Mercantile Bank has in all material respects performed and abided by all obligations required to be performed by it to the date hereof, and has complied with, and is in compliance with, and is not in default (or with the giving of notice or the passage of time will be in default) under, or in violation of, (i) any provision of the Articles of Association or Association or Bylaws of BaytownMercantile Bank, (ii) any material provision of any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown Mercantile Bank or its assets, operations, properties or businesses now conducted or heretofore conducted conducted, or (iii) any permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, award, statute, federal, state or local law, ordinance, rule or regulation of any court, arbitrator or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality applicable to Baytown Mercantile Bank or its assets, operations, properties or business businesses now conducted or heretofore conducted. Except as set forth on Schedule 3.04, the execution, delivery and (provided the required regulatory and shareholder approvals are obtained) performance of this Agreement and the other agreements contemplated hereby, including, but not limited to the Consolidation Merger Agreement, and the consummation of the transactions contemplated hereby and thereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default or loss of a benefit under, (i) any provision of the Articles of Association or Bylaws of BaytownMercantile Bank, (ii) any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown Mercantile Bank or its assets, operations, properties or businesses businesses, or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, statute, law, ordinance, rule or regulation applicable to Baytown Mercantile Bank or its respective assets, operations, properties or businessbusinesses.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (State National Bancshares, Inc.)

Compliance with Laws, Permits and Instruments. Except as --------------------------------------------- disclosed on Schedule 3.043.05, Baytown each of the ASBI Companies has in all material ------------- respects performed and abided by all obligations required to be performed by it to the date hereof, and has complied with, and is in compliance with, and is not in default (or with the giving of notice or the passage of time will be in default) under, or in violation of, (i) any provision of the Articles of Association or Association Articles, Charters, Certificates or Bylaws of Baytownthe ASBI Companies, (ii) any material provision of any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown the ASBI Companies or its their respective assets, operations, properties or businesses now conducted or heretofore conducted or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, award, statute, federal, state or local law, ordinance, rule or regulation of any court, arbitrator or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality applicable to Baytown any of the ASBI Companies or its their respective assets, operations, properties or business businesses now conducted or heretofore conducted. Except as set forth on Schedule 3.043.05, the execution, delivery and (provided ------------- the required regulatory and shareholder approvals are obtained) performance of this Agreement and the other agreements contemplated hereby, including, but not limited to the Consolidation Merger Agreement, and the consummation of the transactions contemplated hereby and thereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default or loss of a benefit under, (i) any provision of the Articles of Association Articles, Charter, Certificate or Bylaws of Baytownthe ASBI Companies, (ii) any material mortgage, indenture, lease, contract, contract or agreement or other instrument applicable to Baytown the ASBI Companies or its their respective assets, operations, properties or businesses or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, statute, law, ordinance, rule or regulation applicable to Baytown the ASBI Companies or its their respective assets, operations, properties or businessbusinesses.

Appears in 1 contract

Samples: Agreement and Plan (Southwest Securities Group Inc)

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Compliance with Laws, Permits and Instruments. Except as --------------------------------------------- disclosed on Schedule 3.04, Baytown each of RCBI, RDFC and the Bank has in all material respects performed and abided by all obligations required to be performed by it to the date hereof, and has complied with, and is in compliance with, and is not in default (or and with the giving of notice or the passage of time will not be in default) under, or in violation of, (i) any provision of the Articles of Association Incorporation of RCBI or Association RDFC, the Articles of the Bank or the Bylaws of BaytownRCBI, RDFC or the Bank, (ii) any material provision of any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown RCBI, RDFC, the Bank or its their respective assets, operations, properties or businesses now conducted or heretofore conducted or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, award, statute, federal, state or local law, ordinance, rule or regulation of any court, arbitrator or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality applicable to Baytown RCBI, RDFC, the Bank or its their respective assets, operations, properties or business businesses now conducted or heretofore conducted. Except as set forth on Schedule 3.04, the execution, delivery and (provided the required regulatory and shareholder approvals are obtained) performance of this Agreement and the other agreements contemplated hereby, including, but not limited to the Consolidation Merger Agreement, and the consummation of the transactions contemplated hereby and thereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default or loss of a benefit under, (i) any provision of the Articles of Association Incorporation of RCBI or RDFC, the Articles of the Bank or the Bylaws of BaytownRCBI, RDFC or the Bank, (ii) any material mortgage, indenture, lease, contract, agreement or other instrument applicable to Baytown RCBI, RDFC, the Bank or its their respective assets, operations, properties or businesses or (iii) any material permit, concession, grant, franchise, license, authorization, judgment, writ, injunction, order, decree, statute, law, ordinance, rule or regulation applicable to Baytown RCBI, RDFC, the Bank or its their respective assets, operations, properties or businessbusinesses.

Appears in 1 contract

Samples: Agreement and Plan (Henderson Citizens Bancshares Inc)

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