Legal Proceedings; Regulatory Approvals. Except as disclosed on Schedule 4.13 hereto, there are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the best knowledge of BancTrust, threatened (or unasserted but considered by BancTrust probable of assertion and that, if asserted, would have a reasonable probability of a material adverse effect) against BancTrust or any of the BancTrust Subsidiaries or against any asset, interest or right of BancTrust or any of the BancTrust Subsidiaries, or against any officer, director or employee of any of them that, if decided adversely, might have a material adverse effect on the financial condition, results of operations, business or prospects of BancTrust. To the Knowledge of BancTrust, there are no actual or threatened actions, suits or proceedings that present a claim to restrain or prohibit the Merger or that would prevent BancTrust from obtaining all of the federal and state regulatory approvals contemplated herein.
Legal Proceedings; Regulatory Approvals. There are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the best knowledge of Republic, threatened against Republic or any Republic Subsidiary or against any asset, interest, Plan or right of Republic or any Republic Subsidiary, or, to the best knowledge of Republic, against any officer, director or employee of any of them in their capacity as such. There are no actions, suits or proceedings instituted, pending or, to the best knowledge of Republic, threatened against any present or former director or officer of Republic or any Republic Subsidiary that would reasonably be expected to give rise to a claim against Republic or any Republic Subsidiary for indemnification. There are no actual or, to the best knowledge of Republic, threatened actions, suits or proceedings which present a claim to restrain or prohibit the transactions contemplated herein. To the best knowledge of Republic, no fact or condition relating to Republic or any Republic Subsidiary exists (including, without limitation, noncompliance with the CRA or the USA PATRIOT ACT) that would prevent Republic or BB&T from obtaining all of the federal and state regulatory approvals required to consummate the Merger.
Legal Proceedings; Regulatory Approvals. There are no actual or, to the best knowledge of BB&T, threatened actions, suits or proceedings instituted, which present a claim to restrain or prohibit the transactions contemplated herein. To the best knowledge of BB&T, no fact or condition relating to BB&T or any BB&T Subsidiary exists (including, without limitation, noncompliance with the CRA or the USA PATRIOT ACT) that would prevent BB&T or Republic from obtaining all of the federal and state regulatory approvals contemplated herein.
Legal Proceedings; Regulatory Approvals. There are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the best knowledge of Virginia Capital, threatened against Virginia Capital or any Virginia Capital Subsidiary or against any asset, interest, Plan or right of Virginia Capital or any Virginia Capital Subsidiary, or, to the best knowledge of Virginia Capital, against any officer, director or employee of any of them in their capacity as such. There are no actions, suits or proceedings instituted, pending or, to the best knowledge of Virginia Capital, threatened against any present or former director or officer of Virginia Capital or any Virginia Capital Subsidiary that would reasonably be expected to give rise to a claim against Virginia Capital or any Virginia Capital Subsidiary for indemnification. There are no actual or, to the best knowledge of Virginia Capital, threatened actions, suits or proceedings that present a claim to restrain or prohibit the transactions contemplated herein or in the BB&T Option Agreement. To the best knowledge of Virginia Capital, no fact or condition relating to Virginia Capital or any Virginia Capital Subsidiary exists (including, without limitation, noncompliance with the CRA) that would prevent Virginia Capital or BB&T from obtaining all of the federal and state regulatory approvals contemplated herein.
Legal Proceedings; Regulatory Approvals. Except as set forth in Schedule 3.16, as of the date hereof there are: (i) no outstanding injunctions, judgments, orders, decrees, rulings or regulatory directives against the Company or to which the Company is a party; and (ii) no actions, suits, claims, governmental investigations or proceedings have been instituted, are pending, or to the Knowledge of Seller are threatened, against the Company that in any such case, if decided adversely, would reasonably be expected to have a Material Adverse Effect. There are no actual or, to Seller's Knowledge threatened, actions, suits or proceedings against the Company which present a claim to restrain or which would have the effect of prohibiting the transactions contemplated herein.
Legal Proceedings; Regulatory Approvals. There are no actual, or to the Knowledge of Buyer threatened, actions, suits or proceedings which present a claim or restrain or prohibit the transactions contemplated herein. To the Knowledge of Buyer, Buyer is qualified legally, financially and otherwise to become the owner, as contemplated herein, of the Shares.
Legal Proceedings; Regulatory Approvals. There are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the best knowledge of First Virginia, threatened against First Virginia or any First Virginia Subsidiary or against any asset, interest, Plan or right of First Virginia or any First Virginia Subsidiary, or, to the best knowledge of First Virginia, against any officer, director or employee of any of them in their capacity as such involving claims against First Virginia, any First Virginia Subsidiary, any such asset, interest, Plan or any such officer, director or employee reasonably expected to exceed $500,000 in the aggregate. There are no actions, suits or proceedings instituted, pending or, to the best knowledge of First Virginia, threatened against any present or former director or officer of First Virginia or any First Virginia Subsidiary that would reasonably be expected to give rise to a claim against First Virginia or any First Virginia Subsidiary for indemnification. As of the date hereof, there are no actual or, to the best knowledge of First Virginia, threatened actions, suits or proceedings which present a claim to restrain or prohibit the transactions contemplated herein. To the best knowledge of First Virginia, no fact or condition relating to First Virginia or any First Virginia Subsidiary exists (including, without limitation, noncompliance with the CRA or the USA PATRIOT ACT) that would prevent First Virginia or BB&T from obtaining all of the federal and state regulatory approvals required to consummate the Merger.
Legal Proceedings; Regulatory Approvals. Premier has not received notice of any actions, suits, claims, governmental investigations or proceedings that have been instituted or are pending or threatened against Premier or any Premier Subsidiary or against any asset, interest, plan or right of Premier or any Premier Subsidiary, or, to the Knowledge of Premier, against any officer, director or employee of any of them in their capacity as such. Premier has not received notice of any actions, suits or proceedings that have been instituted or are pending or threatened against any present or former director or officer of Premier or any Premier Subsidiary that are reasonably likely to give rise to a claim against Premier or any Premier Subsidiary for indemnification. There are no actual or, to the Knowledge of Premier, threatened actions, suits or proceedings which present a claim to restrain or prohibit the transactions contemplated herein. To the Knowledge of Premier, no fact or condition relating to Premier or any Premier Subsidiary exists (including, without limitation, noncompliance with the CRA) that would prevent Premier or BB&T from obtaining all of the federal and state regulatory approvals contemplated herein.
Legal Proceedings; Regulatory Approvals. There are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the knowledge of FSF, threatened against FSF or any FSF Subsidiary or against any asset, interest, plan or right of FSF or any FSF Subsidiary, or, to the knowledge of FSF, against any officer, director or employee of any of them in their capacity as such. There are no actions, suits or proceedings instituted, pending or, to the knowledge of FSF, threatened against any present or former director or officer of FSF or any FSF Subsidiary that would reasonably be expected to give rise to a claim against FSF or any FSF Subsidiary for indemnification. There are no actual or, to the knowledge of FSF, threatened actions, suits or proceedings which present a claim to restrain or prohibit the transactions contemplated herein. To the knowledge of FSF, no fact or condition relating to FSF or any FSF Subsidiary exists (including, without limitation, noncompliance with the CRA) that would prevent FSF or MidCountry from obtaining all of the federal and state regulatory approvals contemplated herein.
Legal Proceedings; Regulatory Approvals. There are no actions, suits, claims, governmental investigations or proceedings instituted, pending or, to the knowledge of MidCountry, threatened against MidCountry or any MidCountry Subsidiary or against any asset, interest, plan or right of MidCountry or any MidCountry Subsidiary, or, to the knowledge of MidCountry, against any officer, director or employee of any of them in their capacity as such. There are no actions, suits or proceedings instituted, pending or, to the knowledge of MidCountry, threatened against any present or former director or officer of MidCountry or any MidCountry Subsidiary that would reasonably be expected to give rise to a claim against MidCountry or any MidCountry Subsidiary for indemnification. There are no actual or, to the knowledge of MidCountry, threatened actions, suits or proceedings which present a claim to restrain or prohibit the transactions contemplated herein. To the knowledge of MidCountry, no fact or condition relating to MidCountry or any MidCountry Subsidiary exists (including, without limitation, noncompliance with the CRA) that would prevent FSF or MidCountry from obtaining all of the federal and state regulatory approvals contemplated herein.
