Common use of Reorganization Clause in Contracts

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Sterling Bancorp), Agreement and Plan of Merger (New York Community Bancorp Inc), Agreement and Plan of Merger (National Penn Bancshares Inc)

AutoNDA by SimpleDocs

Reorganization. Parent has not taken any action action, and is not aware of any fact or circumstance circumstance, that could reasonably be expected to prevent the Merger Integrated Mergers from qualifying being treated as a single integrated transaction that qualifies as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 5 contracts

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

Reorganization. Parent has not taken or agreed to take any action action, and is not aware aware, after reasonable diligence, of the existence of any fact or circumstance circumstance, that could reasonably be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Hess Corp), Agreement and Plan of Merger (Noble Energy Inc), Agreement and Plan of Merger (Hess Corp)

Reorganization. Parent has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Cadence Bancorporation), Agreement and Plan of Merger (State Bank Financial Corp), Agreement and Plan of Merger (CapStar Financial Holdings, Inc.)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could would reasonably be expected to prevent the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pinnacle Financial Partners Inc), Agreement and Plan of Merger (BNC Bancorp)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Capital Bank Financial Corp.), Agreement and Plan of Merger (First Horizon National Corp)

Reorganization. Parent has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger and the Upstream Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (FCB Financial Holdings, Inc.), Agreement and Plan of Merger (Synovus Financial Corp)

Reorganization. Parent has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger and the Upstream Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (FB Financial Corp), Agreement and Plan of Merger (Franklin Financial Network Inc.)

Reorganization. Parent has not taken any action action, and is not aware knows of any no fact or circumstance circumstance, that could reasonably be expected to prevent the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ixys Corp /De/), Agreement and Plan of Merger (Littelfuse Inc /De)

Reorganization. Parent has and its Subsidiaries have not taken or agreed to take any action action, and is are not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Callon Petroleum Co), Agreement and Plan of Merger (Carrizo Oil & Gas Inc)

Reorganization. Parent has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Freeport McMoran Copper & Gold Inc), Agreement and Plan of Merger (Plains Exploration & Production Co)

Reorganization. Parent has not taken or agreed to take any action action, and is not aware of any fact facts or circumstance circumstances, in each case, that could would prevent or impede, or would reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger (Directv)

Reorganization. Parent has not taken any action and nor, to the knowledge of Parent, is not aware of there any fact or circumstance that could would reasonably be expected likely to prevent the Merger Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Data Corp), Agreement and Plan of Merger (Fiserv Inc)

Reorganization. Parent has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or 41 impede the Merger Combination from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chevron Corp)

Reorganization. Parent has not taken any action and is not aware no knowledge of any fact facts, and has not knowingly taken or circumstance agreed to take any action, that could would reasonably be expected to prevent or impede the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Altimmune, Inc.)

Reorganization. Parent has not taken any action and is not aware of any existing fact or circumstance that could reasonably be expected to would prevent the Merger and the Secondary Merger from for qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Perficient Inc)

Reorganization. Parent has not taken any action action, and is not aware of any fact or circumstance circumstance, that could reasonably be expected to prevent the Merger Integrated Mergers, taken together, from qualifying being treated as an integrated transaction that qualifies as a “reorganization” within the meaning of Section § 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Veritex Holdings, Inc.)

Reorganization. Parent has not taken any action and is not aware has no knowledge of any fact or circumstance that could reasonably be expected to prevent the Merger and the Holdco Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (People's United Financial, Inc.)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a "reorganization" within the meaning of Section 368(a) of the Code.

Appears in 1 contract

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

AutoNDA by SimpleDocs

Reorganization. Parent has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger Combination from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Anadarko Petroleum Corp)

Reorganization. Parent has not taken any action action, and is not aware of any fact or circumstance circumstance, that could reasonably be expected to prevent the Merger Integrated Mergers, taken together, from qualifying being treated as an integrated transaction that qualifies as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected likely to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mb Financial Inc /Md)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a "reorganization" within the meaning of Section 368(a) of the Code.. 4.18

Appears in 1 contract

Samples: Agreement and Plan of Merger (Astoria Financial Corp)

Reorganization. As of the date hereof, Parent has does not taken have any action and is not aware knowledge of any fact or circumstance that could is reasonably be expected likely to prevent the Merger from qualifying as a “reorganization” within the meaning of Section reorganization described in section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Walt Disney Co/)

Reorganization. Parent has not taken any action action, and is not aware of any fact or circumstance circumstance, that could reasonably be expected to prevent the Merger from qualifying being treated as a single integrated transaction that qualifies as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

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

Reorganization. Parent has shall not taken knowingly take any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Western Liberty Bancorp)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger and the Subsequent Merger from qualifying being treated as a single integrated transaction that will qualify as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AbbVie Inc.)

Reorganization. Neither Parent nor any of its Subsidiaries has not taken any action action, and Parent is not aware of any fact or circumstance circumstance, that could would reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Financial Bancorp /Oh/)

Reorganization. Parent has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.. Table of Contents

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fifth Third Bancorp)

Reorganization. Parent has not taken any action action, and is not aware of any fact or circumstance circumstance, that could reasonably be expected to prevent the Merger from qualifying being treated as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp)

Reorganization. (a) Parent has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.