Common use of Regulatory Approvals Clause in Contracts

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 13 contracts

Samples: Stock Option Agreement (Bryan Bancorp of Georgia Inc), Agreement and Plan of Merger (Florida Banks Inc), Agreement and Plan of Merger (Flag Financial Corp)

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Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which that is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (First Bancshares Inc /MS/), Agreement and Plan of Merger (First Bancshares Inc /MS/), Agreement and Plan of Merger (C & F Financial Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, to all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementas to render inadvisable the consummation of the Merger.

Appears in 10 contracts

Samples: Agreement and Plan of Reorganization (Mountain Bancshares Inc), Agreement and Plan of Reorganization (Gb&t Bancshares Inc), Agreement and Plan of Reorganization (Southern Heritage Bancorp Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Buyer would not, in its reasonable judgment, have entered into this Agreement.

Appears in 9 contracts

Samples: Agreement and Plan of Merger and Reorganization (Grandsouth Bancorporation), Agreement and Plan of Merger (First Bancorp /Nc/), Agreement and Plan of Merger and Reorganization (Select Bancorp, Inc.)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either any Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Flag Financial Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Buyer would not, in its reasonable judgment, have entered into this Agreement.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (State Bank Financial Corp), Agreement and Plan of Merger (Georgia-Carolina Bancshares, Inc), Agreement and Plan of Merger (State Bank Financial Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities regulatory authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority regulatory authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Parent would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Flint Telecom Group Inc.), Agreement and Plan of Merger (Flint Telecom Group Inc.), Agreement and Plan of Merger (China Voice Holding Corp.)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Buyer would not, in its reasonable judgment, have entered into this Agreement.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Carolina Financial Corp), Agreement and Plan of Merger (Congaree Bancshares Inc), Agreement and Plan of Merger (New Commerce Bancorp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Parent would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 4 contracts

Samples: Employment Agreement (First National Corp /Va/), Employment Agreement (First National Corp /Va/), Cfo Non Solicitation Agreement (First Community Corp /Sc/)

Regulatory Approvals. All Consents of, filings and registrations -------------------- with, and notifications to, to all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementas to render inadvisable the consummation of the Merger.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (First Southern Bankshares Inc/Ga), Agreement and Plan of Reorganization (First Alliance/Premier Bancshares Inc), Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assetsassets) which in the reasonable judgment of the Board of Directors of either Party would so materially Materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the Merger.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Peoples Banctrust Co Inc), Agreement and Plan of Merger (Peoples Banctrust Co Inc), Agreement and Plan of Merger (Commercesouth Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Company Merger and the Bank Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which that is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Buckhead Community Bancorp Inc), Agreement and Plan of Reorganization (Atlantic Southern Financial Group, Inc.), Agreement and Plan of Reorganization (Allied Bancshares Inc)

Regulatory Approvals. All Consents of, filings and registrations -------------------- with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party NDC would so materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (National Data Corp), Agreement and Plan of Merger (National Data Corp), Agreement and Plan of Merger (National Data Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No such Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which not reasonably anticipated as of the date of this Agreement that in the reasonable judgment of the Board of Directors of either Party the Buyer or the Company would so materially Materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, that had such condition or requirement been known, such Party party would not, in its reasonable judgment, not have entered into this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Capital Bank Corp), Merger Agreement (High Street Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party the Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Buyer would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (American Community Bancshares Inc), Agreement and Plan of Merger (Yadkin Valley Financial Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party Parent would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Independence Bancshares, Inc.), Merger Agreement (CNB Bancorp Inc/Va)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby by the Merger Documents shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementthe Merger Documents so as to render inadvisable the consummation of the Merger.

Appears in 2 contracts

Samples: Supplemental Agreement (Huntington Bancshares Inc/Md), Supplemental Agreement (Empire Banc Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger transactions contemplated hereby shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either any Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Acquisition Agreement (Netbank Inc), Acquisition Agreement (Republic Bancorp Inc)

Regulatory Approvals. All Consents of, filings and registrations -------------------- with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Colony Bankcorp Inc), Agreement and Plan of Merger (Quitman Bancorp Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Mergers shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No such Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which not reasonably anticipated as of the date of this Agreement that in the reasonable judgment of the Board board of Directors directors of either Party the Buyer or the Company would so materially Materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, that had such condition or requirement been known, such Party party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Bank of Granite Corp), Merger Agreement (Community Capital Corp /Sc/)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No such Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which not reasonably anticipated as of the date of this Agreement that in the reasonable judgment of the Board board of Directors directors of either Party the Buyer or the Company hereto would so materially Materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, that had such condition or requirement been known, such Party party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (1st State Bancorp Inc), Merger Agreement (Capital Bank Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party FBNC would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the FBNC would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Consulting and Noncompete Agreement (Carolina Bank Holdings Inc), Consulting and Noncompete Agreement (First Bancorp /Nc/)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Seacoast would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Port St Lucie National Bank Holding Corp), Agreement and Plan of Merger (Seacoast Banking Corp of Florida)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Mergers shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party the Buyer would not, in its reasonable judgment, have entered into this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Nbog Bancorporation Inc), Agreement and Plan of Merger (El Banco Financial Corp)

Regulatory Approvals. All Consents of, filings and --------------------- registrations with, and notifications to, to all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementas to render inadvisable the consummation of the Merger.

Appears in 2 contracts

Samples: Agreement and Plan (FNBG Bancshares Inc), Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger and the Bank Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which that is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mid Wisconsin Financial Services Inc)

Regulatory Approvals. All Consents of, filings and registrations with, -------------------- and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially Materially and adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mohawk Industries Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Regions would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Regions would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Regions Financial Corp)

Regulatory Approvals. All Consents of, filings and registrations -------------------- with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially Materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.. (b)

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mohawk Industries Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or 28 34 made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FNB Corp/Pa)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger purchase shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the purchase.

Appears in 1 contract

Samples: Purchase, Sale and Assumption Agreement (Appalachian Bancshares Inc)

Regulatory Approvals. All Consents of, filings and -------------------- registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Century South Banks Inc)

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Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially Materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Southfirst Bancshares Inc)

Regulatory Approvals. All Consents of, filings and registrations registration with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which that is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which that in the reasonable judgment of the Board of Directors of either Party Republic would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Republic would not, in its reasonable judgmentjudgement, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Republic Bancshares Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Stock Purchase shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Rbi Capital Trust I)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No such Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which not reasonably anticipated as of the date of this Agreement that in the reasonable judgment of the Board of Directors of either Party the Buyer or the Company hereto would so materially Materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, that had such condition or requirement been known, such Party party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Capital Bank Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Parent would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Akamai Technologies Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Mergers shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital City Bank Group Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Mergers shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a nonstandard manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assetsassets) which in the reasonable judgment of the Company Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement hereunder that, had such condition or requirement been known, such Party the Company Board of Directors would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kentucky Bancshares Inc /Ky/)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Mergers shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party CCBG would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital City Bank Group Inc)

Regulatory Approvals. All Consents of, of filings and registrations with, and notifications to, all Regulatory Authorities 0 regulatory authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority regulatory authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Parent would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (China Voice Holding Corp.)

Regulatory Approvals. All Consents of, filings and registrations --------------------- with, and notifications to, to all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementas to render inadvisable the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Foilmark or Holopak would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement restriction been known, such Party would not, in its reasonable judgment, have entered into this Agreement.. (c)

Appears in 1 contract

Samples: Agreement and Plan of Merger (Foilmark Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which that is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either any Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (WGNB Corp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Acquisition shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Parent would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Parent would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Acquisition (Landmark Land Co Inc/De)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which which, in the good faith reasonable judgment of the Board board of Directors directors of either Party Party, would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such either Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eureka Financial Corp.)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger Share Exchange shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party Buyer would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (First Security Group Inc/Tn)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits assumptions of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citi Bancshares Inc)

Regulatory Approvals. All Consents of, filings and registrations -------------------- with, and notifications to, to all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Newnan Holdings Inc)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which in the reasonable judgment of the Board board of Directors directors of either Party Buyer would so materially adversely impact affect the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party Buyer would not, in its reasonable judgment, have entered into this Agreement.. (c)

Appears in 1 contract

Samples: V8 Agreement and Plan of Merger (First Bancorp /Nc/)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, to all Regulatory Authorities required for consummation of the Merger Share Exchange shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assets) which which, in the reasonable judgment of the Board of Directors of either Party Buyer, would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (Habersham Bancorp)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including including, without limitation, requirements relating to the raising of additional capital or the disposition of Assetsassets) which in the reasonable judgment of the Board of Directors of either Party would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreementso as to render inadvisable the consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (South Alabama Bancorporation Inc /De/)

Regulatory Approvals. All Consents of, filings and registrations with, and notifications to, all Regulatory Authorities required for consummation of the Merger shall have been obtained or made and shall be in full force and effect and all waiting periods required by Law law shall have expired. No Consent obtained from any Regulatory Authority which is necessary to consummate the transactions contemplated hereby shall be conditioned or restricted in a manner (including requirements relating to the raising of additional capital or the disposition of Assetsassets) which in the reasonable judgment of the Board board of Directors directors of either Party HBC would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement that, had such condition or requirement been known, such Party would not, in its reasonable judgment, have entered into this Agreement.

Appears in 1 contract

Samples: Plan and Agreement of Merger (Hemet Bancorp)

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