Common use of No Violations; Consents Clause in Contracts

No Violations; Consents. (i) The execution, delivery and performance of this Agreement by Heritage do not, and the consummation of the transactions contemplated by this Agreement will not, (A) assuming that the consents and approvals referred to in Section 2.1(f)(ii) are obtained, violate of any law, rule or regulation or any judgment, decree, order, governmental permit or license to which Heritage or any of its Subsidiaries (or any of their respective properties) is subject, (B) violate the certificate of incorporation or bylaws of Heritage or the similar organizational documents of any of its Subsidiaries or (C) constitute a breach or violation of, or a default under (or an event which, with due notice or lapse of time or both, would constitute a default under), or result in the termination of, accelerate the performance required by, or result in the creation of any lien, pledge, security interest, charge or other encumbrance upon any of the properties or assets of Heritage or any of its Subsidiaries under, any of the terms, conditions or provisions of any note, bond, indenture, deed of trust, loan agreement or other agreement, instrument or obligation to which Heritage or any of its Subsidiaries is a party, or to which any of their respective properties or assets may be subject, except, in the case of (C), for any such breaches, violations or defaults that would not, individually or in the aggregate, have a Material Adverse Effect on Heritage.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Southbanc Shares Inc), Agreement and Plan of Merger (Heritage Bancorp Inc /Va/)

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No Violations; Consents. (i) The execution, delivery and performance of this Agreement by Heritage Harbor do not, and the consummation of the transactions contemplated by this Agreement will not, (A) assuming that the consents and approvals referred to in Section 2.1(f)(ii) are obtained and the applicable waiting periods have expired and the approval of Harbor's stockholders is obtained, violate of any law, rule or regulation or any judgment, decree, order, governmental permit or license to which Heritage Harbor or any of its Subsidiaries (or any of their respective properties) is subject, (B) violate the certificate articles of incorporation or bylaws of Heritage Harbor or the similar organizational documents of any of its Subsidiaries or (C) constitute a breach or violation of, or a default under (or an event which, with due notice or lapse of time or both, would constitute a default under), or result in the termination of, accelerate the performance required by, or result in the creation of any lien, pledge, security interest, charge or other encumbrance upon any of the properties or assets of Heritage Harbor or any of its Subsidiaries under, any of the terms, conditions or provisions of any note, bond, indenture, deed of trust, loan agreement or other agreement, instrument or obligation to which Heritage Harbor or any of its Subsidiaries is a party, or to which any of their respective properties or assets may be subject, except, in the case of (C), for any such breaches, violations or defaults that would not, individually or in the aggregate, have a Material Adverse Effect on HeritageHarbor.

Appears in 1 contract

Samples: Agreement and Plan (Harbor Federal Bancorp Inc)

No Violations; Consents. (i) The execution, delivery and performance of this Agreement by Heritage Acquiror do not, and the consummation of the transactions contemplated by this Agreement hereby will not, constitute (A) assuming that the consents and approvals referred to in Section 2.1(f)(ii2.3(c)(ii) are obtained, violate a violation of any law, rule or regulation or any judgment, decree, order, governmental permit or license to which Heritage Acquiror or any of its Subsidiaries subsidiaries (or any of their respective properties) is subject, ; (B) violate a violation of the certificate of incorporation or bylaws of Heritage Acquiror or the similar organizational documents of any of its Subsidiaries subsidiaries; or (C) constitute a breach or violation of, or a default under (or an event which, with due notice or lapse of time or both, would constitute a default under), or result in the termination of, accelerate the performance required by, or result in the creation of any lien, pledge, security interest, charge or other encumbrance upon any of the properties or assets of Heritage Acquiror or any of its Subsidiaries Acquiror Bank under, any of the terms, conditions or provisions of any note, bond, indenture, deed of trust, loan agreement or other agreement, instrument or obligation to which Heritage Acquiror or any of its Subsidiaries Acquiror Bank is a party, or to which any of their respective properties or assets may be subject, except, in the case of (C), for any such breaches, violations or defaults that would xxxx not, individually or in the aggregate, have a Material Adverse Effect on HeritageAcquiror.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Security of Pennsylvania Financial Corp)

No Violations; Consents. (i) The execution, delivery and performance of this Agreement by Heritage do Acquiror does not, and the consummation of the transactions contemplated by this Agreement will not, (A) assuming that all required stockholder, member and governmental approvals have been obtained and the consents and approvals referred to in Section 2.1(f)(ii) are obtainedapplicable waiting periods have expired, violate of any law, rule or regulation or any judgment, decree, order, governmental permit or license to which Heritage Acquiror (or any of its Subsidiaries (or any of their respective properties) is subject, (B) violate the certificate of incorporation charter or bylaws of Heritage or the similar organizational documents of any of its Subsidiaries Acquiror or (C) constitute a breach or violation of, or a default under (or an event which, with due notice or lapse of time or both, would constitute a default under), or result in the termination of, accelerate the performance required by, or result in the creation of any lien, pledge, security interest, charge or other encumbrance Lien upon any of the properties or assets of Heritage or any of its Subsidiaries Acquiror under, any of the terms, conditions or provisions of any note, bond, indenture, deed of trust, loan agreement or other agreement, instrument or obligation to which Heritage or any of its Subsidiaries Acquiror is a party, or to which any of their respective its properties or assets may be subject, subject except, in the case of (C), for any such breaches, violations or defaults that would not, individually or in the aggregate, have a Material Adverse Effect on HeritageAcquiror considered as a whole.

Appears in 1 contract

Samples: Agreement and Plan of Merger (New England Bancshares Inc)

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No Violations; Consents. (i) The execution, delivery and performance of this Agreement by Heritage ABC do not, and the consummation of the transactions contemplated by this Agreement will not, (A) assuming that the consents and approvals referred to in Section 2.1(f)(iiSECTION 2.1(F)(II) are obtained, violate of any law, rule or regulation or any judgment, decree, order, governmental permit or license to which Heritage ABC or any of its Subsidiaries (or any of their respective properties) is subject, (B) violate the certificate of incorporation charter or bylaws of Heritage ABC or the similar organizational documents of any of its Subsidiaries or (C) constitute a breach or violation of, or a default under (or an event which, with due notice or lapse of time or both, would constitute a default under), or result in the termination of, accelerate the performance required by, or result in the creation of any lien, pledge, security interest, charge or other encumbrance upon any of the properties or assets of Heritage ABC or any of its Subsidiaries under, any of the terms, conditions or provisions of any note, bond, indenture, deed of trust, loan agreement or other agreement, instrument or obligation to which Heritage ABC or any of its Subsidiaries is a party, or to which any of their respective properties or assets may be subject, except, in the case of (C), for any such breaches, violations or defaults that would not, individually or in the aggregate, have a Material Adverse Effect on HeritageABC.

Appears in 1 contract

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

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