Non-Control Determination. Each Purchaser who, together with its Affiliates and persons who share a common investment advisor with such Purchaser, has committed to acquire a beneficial ownership of 5% or more of the outstanding shares of Common Stock (collectively, the “9.9% Purchaser” and each a “9.9% Purchaser”) has received, in each 9.9% Purchaser’s sole discretion, satisfactory feedback from the Federal Reserve that such 9.9% Purchaser will not have “control” of the Company or the Bank for purposes of the BHCA and that no notice is required under the CIBC Act (each, a “Non-Control Determination”).
Non-Control Determination. Within thirty (30) days following the first date on which RBS ceases to beneficially own such number of shares of Common Stock representing at least 10% of the voting power of all outstanding shares of Common Stock, RBS shall assess based on the facts and circumstances (including the extent of business relationships among RBS and the Company) whether RBS has a reasonable basis on which to seek a non-control determination with respect to the Company from the Federal Reserve Board and if such reasonable basis exists, RBS shall use commercially reasonable efforts to seek written confirmation from the Federal Reserve Board that RBS is not deemed to control the Company by the Federal Reserve Board.
Non-Control Determination. Each Purchaser shall have received, in its reasonable and good faith discretion, satisfactory feedback from the Federal Reserve and the PDBS (which may be the absence of any communication from the Federal Reserve and/or PDBS) that it will not have “control” of the Company or the Bank for purposes of the BHCA or any applicable Pennsylvania Laws and that no notice is required under the CIBC Act (or a notice has been submitted and such Purchaser has not received any objection after the expiration or earlier termination of any applicable waiting period).
Non-Control Determination. Each Purchaser who, together with its Affiliates and persons who share a common investment advisor with such Purchaser, has committed to acquire a beneficial ownership of 5% or more of the outstanding shares of Common Stock (collectively, the "9.9% Purchaser" and each a "9.9% Purchaser") has received, in each 9.9% Purchaser's sole discretion, satisfactory feedback from the Federal Reserve (which may be the absence of any communication from the Federal Reserve) that such 9.9% Purchaser will not have "control" of the Company or the Bank for purposes of the BHCA and that no notice is required under the CIBC Act.
Non-Control Determination. Each Purchaser shall have received, to the extent necessary or appropriate in the reasonable discretion of the Purchaser, in its reasonable and good faith discretion, satisfactory feedback from the Federal Reserve (which may be the absence of any communication from the Federal Reserve) that it will not have “control” of the Company or the Bank for purposes of the BHCA.
Non-Control Determination. Each Purchaser shall have received, in its sole discretion, satisfactory feedback from the Federal Reserve and the OCC that it will not have “control” of the Company or the Bank for purposes of the BHCA and that no notice is required under the CIBC Act.
Non-Control Determination. Each Purchaser shall have received, in its reasonable and good faith discretion, satisfactory feedback from the Federal Reserve and the OCC (which may be the absence of any communication from the Federal Reserve and/or OCC) that it will not have “control” of the Company or the Bank for purposes of HOLA and that no notice is required under the CIBC Act (or a notice has been submitted and such Purchaser has not received any objection after the expiration or earlier termination of any applicable waiting period).
Non-Control Determination. The Federal Reserve shall have issued a written determination that the Sellers do not and will not “control” Purchaser or any of its Subsidiaries for purposes of the BHC Act and the Savings and Loan Holding Company Act, without the imposition of any term, condition or consequences, except that such determination can be conditioned upon the Sellers entering into customary passivity commitments with the Federal Reserve.
