Bank Merger Agreements definition

Bank Merger Agreements shall have the meaning set forth in Section 5.11 hereof.

Bank Merger Agreements has the meaning set forth in Section 2.05(b).

Bank Merger Agreements shall have the same meaning set forth in Section 7.16. "BHCA" shall mean the Bank Holding Company Act of 1956, as amended. "Burdensome Condition" shall have the meaning set forth in Section 8.2. "CASI" shall have the meaning set forth in the preamble to this Agreement. "CASI Common Stock" shall have the meaning set forth in Section 3.1(b). "CASI Meeting" shall have the meaning set forth in Section 7.2. "Certificate of Merger" shall have the meaning set forth in Section 2.1. "Chittenden" shall have the meaning set forth in the preamble to this Agreement. A-1

Examples of Bank Merger Agreements in a sentence

• On the date executed and delivered by Camden and United Bank, the Bank Merger Agreements will be duly and validly executed and delivered by Camden and United Bank and will constitute a legal, valid and binding obligation of Camden and United Bank, enforceable against each such party in accordance with its terms.

• The parties hereto agree that they will consult with each other with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the Merger, the Bank Merger and other transactions contemplated by this Agreement and the Bank Merger Agreements and each party will keep the other apprised of the status of matters relating to the completion of all of the transactions contemplated hereby.

• Except for the approval of this Agreement by the affirmative vote of the holders of a majority of the outstanding shares of each class of Limestone Common Stock (the “Requisite Limestone Vote”), and the adoption and approval of the Subsidiary Bank Merger Agreements by Limestone as sole shareholder of Limestone Bank, no other corporate proceedings on the part of Limestone are necessary to approve this Agreement or to consummate the transactions contemplated hereby.

• Each of Camden and United Bank has full corporate power and authority to execute and deliver the Bank Merger Agreements, to perform its obligations thereunder and to consummate the transactions contemplated thereby.

• KSB and the Bank shall have performed in all material respects all obligations and complied in all material respects with all agreements or covenants of KSB and the Bank to be performed or complied with by it at or prior to the Effective Date under the this Agreement and the Bank Merger Agreements, and Camden shall have received a certificate to such effect signed by the Chief Executive Officer and Chief Financial Officer of KSB and the Bank dated as of the Effective Date.

• Xxxxxxxxxx is not a party to or bound by any contract, arrangement, commitment or understanding (whether written or oral) which, upon consummation of the transactions contemplated by this Agreement or the Bank Merger Agreements, will result in a payment becoming due to any officer, employee or consultant that is reasonably likely to have a Material Adverse Effect with respect to it.

• This Agreement (including the Disclosure Schedule and the Exhibits) and the KSB Option Agreement constitute, and the Bank Merger Agreements when the same are executed by Camden and the Bank will constitute, the entire agreement among the parties with respect to the subject matter hereof and supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof except for the Confidentiality Agreement.

• The Bank Merger Agreements shall be substantially in such form and have such other provisions as shall reasonably be determined by East West and reasonably acceptable to MetroCorp.

• Except for the approval of this Agreement by the affirmative vote of the holders of a majority of the outstanding shares of Premier Financial Common Stock (the “Requisite Premier Financial Vote”), and the adoption and approval of the Bank Merger Agreements by Premier Financial as sole shareholder of Citizens Bank and Premier Bank, respectively, no other corporate proceedings on the part of Premier Financial are necessary to approve this Agreement or to consummate the transactions contemplated hereby.

• Except for the approval of this Agreement by the affirmative vote of the holders of a majority of the outstanding shares of CNNB Common Stock (the “Requisite CNNB Vote”), and the adoption and approval of the Subsidiary Bank Merger Agreements by CNNB as sole shareholder of Cincinnati Federal, no other corporate proceedings on the part of CNNB are necessary to approve this Agreement or to consummate the transactions contemplated hereby.