No Approval. By the Company or the Acquiror (and with written notice to the other party), in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Admiralty Bancorp Inc), Agreement and Plan of Merger (Royal Bank of Canada \)
No Approval. By the Company or the Acquiror (and with written notice to the other party)Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Eagle Bancshares Inc), Agreement and Plan of Merger (Centura Banks Inc), Agreement and Plan of Merger (Royal Bank of Canada \)
No Approval. By the Company or the Acquiror (and with written notice to the other party)Parent, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Falmouth Bancorp Inc), Agreement and Plan of Merger (Independent Bank Corp), Voting Agreement (Abington Bancorp Inc)
No Approval. By the Company or the Acquiror (and with written notice to the other party)Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental AuthorityAuthority or (2) any shareholder approval required by Section 6.02 herein is not obtained at the Company Meeting.
Appears in 1 contract
No Approval. By the Company or by the Acquiror (and with written notice to the other party)Shareholders of Purchaser, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority Body required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental AuthorityBody or any Governmental Body issues a final nonappealable order blocking the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Millenium Holding Group Inc /Az/)
No Approval. By the Company Acquiror or the Acquiror (and with written notice to the other party)Bank, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (i) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority, or (ii) the shareholder approvals required by Section 7.01(a) shall not have been obtained.
Appears in 1 contract
No Approval. By the Company or by the Acquiror (and with written notice to the other party)Purchaser, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority Body required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental AuthorityBody or any Governmental Body issues a final nonappealable order blocking the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Technology Visions Group Inc)
No Approval. By the Company Parent or the Acquiror (and with written notice to the other party)Seller, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Merger Agreement shall have been denied by final nonappealable action of such Governmental Authority.
Appears in 1 contract
Samples: Merger Agreement (Ii-Vi Inc)
No Approval. By the Company or the Acquiror (and with written notice to the other party)Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental AuthorityAuthority or (2) any share holder approval required by Section 6.02 herein is not obtained at the Company Meeting.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lakeview Financial Corp /Nj/)
No Approval. By the Company Buyer or the Acquiror (and with written notice to the other party)Seller, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Merger Agreement shall have been denied by final nonappealable action of such Governmental AuthorityAuthority or (2) any shareholder approval required by Section 5.02 herein is not obtained.
Appears in 1 contract
Samples: Merger Agreement (Rexnord LLC)
No Approval. By the Company First Security or the Acquiror (and with written notice to the other party)Zions, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Zions Bancorporation /Ut/)
No Approval. By the Company First American or the Acquiror (and with written notice to the other party)AmSouth, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Amsouth Bancorporation)
