Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or any of its Subsidiaries has taken or agreed to take any action, that could reasonably be expected to (a) prevent the transactions contemplated hereby, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Code, or (b) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(c) of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Capital Bank Corp), Merger Agreement (1st State Bancorp Inc)
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or any of its Subsidiaries has taken or agreed to take any action, that could reasonably be expected to (ai) prevent the transactions contemplated hereby, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(c8.1(b) of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Capital Bank Corp), Merger Agreement (High Street Corp)
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or any of its Subsidiaries has neither taken or nor agreed to take any action, action that could reasonably be expected to (a) prevent the transactions contemplated hereby, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Code, or (b) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(c) 8.1 of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Four Oaks Fincorp Inc), Stock Voting Agreement (Four Oaks Fincorp Inc)
Accounting, Tax and Regulatory Matters. To the Knowledge of the CompanyCompany Parties, none of the Company or its subsidiaries or any of its Subsidiaries Affiliate thereof has taken or agreed to take any action, that could reasonably be expected to (ai) prevent the transactions contemplated hereby, including the Merger, from qualifying for pooling-of-interests accounting treatment or as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(cSECTION 9.1(B) of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (First Savings Bancorp Inc), Merger Agreement (First Bancorp /Nc/)
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or its subsidiaries or any of its Subsidiaries Affiliate thereof has taken or agreed to take any action, that could reasonably be expected to (ai) prevent the transactions contemplated hereby, including the Merger, Merger from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(c8.1(b) of this Agreement.
Appears in 1 contract
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or its subsidiaries or any of its Subsidiaries Affiliate thereof has taken or agreed to take any action, that could reasonably be expected to (ai) prevent the transactions contemplated hereby, including the Merger, Merger from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(cSECTION 8.1(B) of this Agreement.
Appears in 1 contract
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, none of the Company or any of its Subsidiaries has taken or agreed to take any action, that could not reasonably be expected to (ai) prevent the transactions contemplated hereby, including the Merger, from qualifying as a reorganization within the meaning of Section 368(a) of the Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(c8.1(b) of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Capital Bank Corp)
Accounting, Tax and Regulatory Matters. To the Knowledge of the Company, Company Parties none of the Company or its subsidiaries or any of its Subsidiaries Affiliate thereof has taken or agreed to take any action, that could not reasonably be expected to (ai) prevent the transactions contemplated hereby, including the MergerMergers, from qualifying as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (bii) Materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 8.1(cSECTION 9.1(B) of this Agreement.
Appears in 1 contract
