Common use of Failure of Conditions Clause in Contracts

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 5 contracts

Samples: Branch Purchase and Assumption Agreement (Harrington West Financial Group Inc/Ca), Branch Purchase and Assumption Agreement (Ames National Corp), Branch Purchase and Assumption Agreement (Gold Banc Corp Inc)

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Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then the Board of Directors of such party may may, regardless of whether approval by its shareholders of this Agreement and the Merger shall have been previously obtained, terminate and cancel this Agreement on the Closing Date by delivery of written notice of such action thereof to the other party on such date.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (First Bancorp /In/), Agreement and Plan of Reorganization (German American Bancorp), Agreement and Plan (First Community Bancshares Inc /In)

Failure of Conditions. In the event that any of the conditions to the obligations of either a party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then such party may may, regardless of whether approval of the transactions contemplated by this Agreement by the shareholders of Bancorp shall have been previously obtained, terminate and cancel this Agreement by delivery of written notice of such action to the other party on such dateparties.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Byl Bancorp), Agreement and Plan of Merger (Evans Robb)

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then such party may may, regardless of whether approval of this Agreement and the Merger by the shareholders of Heartland has been previously obtained, terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Heartland Bancshares Inc), Agreement and Plan of Merger (Heartland Bancshares Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either a party are not satisfied or waived on at or prior to the Closing DateClosing, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then such party may may, regardless of whether approval of the transactions contemplated by this Agreement by the shareholders of Coast shall have been previously obtained, terminate and cancel this Agreement by delivery of written giving notice of such action to the other party on such dateparties.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Coast Financial Holdings Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 16(b) hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Purchase and Limited Assumption Agreement of Branch (Hawthorn Bancshares, Inc.)

Failure of Conditions. In the event that any of the conditions to the obligations of either a party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 hereof of this Agreement has lapsed, then the party that seeks performance of such party condition(s) may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Asset Purchase Agreement (First State Bancorporation)

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 hereof of this Agreement has lapsed, then such the party for whose benefit the condition exists may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (Beverly Hills Bancorp Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.2 hereof has lapsed, then such party may may, regardless of whether approval of this Agreement and the Holding Company Merger by the shareholders of Fidelity has been previously obtained, terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fidelity Financial of Ohio Inc)

Failure of Conditions. In the event that any of the ------------ ----------------------- conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (First Southern Bancshares Inc/De)

Failure of Conditions. In the event that any of the conditions to the obligations of either a party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then such party may may, regardless of whether approval of the transactions contemplated by this Agreement by the stockholders of Inotek shall have been previously obtained, terminate and cancel this Agreement by delivery of written notice of such action to the other party on such dateparty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inotek Technologies Corp)

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Failure of Conditions. In the event that any of the conditions to the obligations of either party a Party (other then the Required Shareholder Approval) are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 subsection (c) and (d) hereof has lapsed, then such party Party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such dateParties.

Appears in 1 contract

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

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, Date and if any applicable cure period provided in Section 8.02 hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (Howard Bancorp Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either a party as set forth in Article VI hereof are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.02 hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such dateparties.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cib Marine Bancshares Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either party a Party (other then the Requisite Shareholder Approval) are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 subsection (c) and (d) hereof has lapsed, then such party Party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such dateParties.

Appears in 1 contract

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

Failure of Conditions. In the event that any of the ------------- ----------------------- conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 hereof has lapsed, then such party may terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (HCB Bancshares Inc)

Failure of Conditions. In the event that any of the conditions to the obligations of either party are not satisfied or waived on or prior to the Closing Date, and if any applicable cure period provided in Section 8.02 7.2 hereof has lapsed, then such party may may, regardless of whether approval of this Agreement and the Merger by the shareholders of Landmark and AcquisitionCo has been previously obtained, terminate and cancel this Agreement by delivery of written notice of such action to the other party on such date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Landmark Financial Corp /De)

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