Common use of Alternative Structure Clause in Contracts

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or (ii) materially impede or delay consummation of the Merger. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (County Bancorp, Inc.), Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (First Busey Corp /Nv/)

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Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or Merger, (ii) materially impede or delay consummation of the Merger, or (iii) require submission to or approval of the Company's stockholders after the Merger has been approved by the Company's stockholders. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.. ARTICLE 2

Appears in 2 contracts

Samples: Voting and Support Agreement (First Community Financial Partners, Inc.), Voting and Support Agreement (First Busey Corp /Nv/)

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or Merger, (ii) materially impede or delay consummation of the Merger, or (iii) require submission to or approval of the Company’s stockholders after the Merger has been approved by the Company’s stockholders. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alerus Financial Corp), Agreement and Plan of Merger (First Busey Corp /Nv/)

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, provided that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or Merger, (ii) materially impede or delay consummation of the MergerMerger or (iii) require submission to or approval of the Company’s shareholders after the Merger has been approved by the Company’s shareholders. If the parties agree to make such a change, they shall execute appropriate documents to reflect the such change.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Guaranty Federal Bancshares Inc)

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger Contemplated Transactions to holders of Company Common StockSeller; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock Seller as consideration in for the Merger Stock Purchase or (ii) materially impede or delay consummation of the MergerContemplated Transactions. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 1 contract

Samples: Stock Purchase Agreement (QCR Holdings Inc)

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Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax Tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or Merger; (ii) materially impede or delay consummation of the Merger; or (iii) require submission to or approval of the Company’s shareholders after the Merger has been approved by the Company’s shareholders. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MidWestOne Financial Group, Inc.)

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company United Community Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company United Community Common Stock as consideration in the Merger or Merger, (ii) materially impede or delay consummation of the Merger, or (iii) require the approval of the shareholders of First Defiance or United Community unless such approval is obtained. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Defiance Financial Corp)

Alternative Structure. Notwithstanding anything to the contrary contained in this Agreement, before the Effective Time, the parties may mutually agree to change the method of effecting the Contemplated Transactions if and to the extent that it deems they deem such a change to be desirable; provided, that: (a) any such change shall not affect the U.S. federal income tax consequences of the Merger to holders of Company Common Stock; and (b) no such change shall (i) alter or change the amount or kind of the consideration to be issued to holders of Company Common Stock as consideration in the Merger or (ii) materially impede or delay consummation of the Merger. If the parties agree to make such a change, they shall execute appropriate documents to reflect the change.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Busey Corp /Nv/)

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