Common use of Derivative Transactions Clause in Contracts

Derivative Transactions. (a) All Derivative Transactions entered into by Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Peoples Federal Bancshares, Inc.), Agreement and Plan of Merger (Independent Bank Corp), Voting Agreement (Independent Bank Corp)

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Derivative Transactions. (ai) All Derivative Transactions entered into by the Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by the Company or any of and its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. The Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of the Company, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 5 contracts

Samples: Shareholder Agreement (Willow Grove Bancorp Inc/New), Agreement and Plan of Merger (Northeast Pennsylvania Financial Corp), Agreement and Plan of Merger (Banknorth Group Inc/Me)

Derivative Transactions. (ai) All Derivative Transactions (as defined below) entered into by the Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by the Company or any of and its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. The Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of the Company, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Banknorth Group Inc/Me), Agreement and Plan of Reorganization (Banknorth Group Inc/Me), Agreement and Plan of Merger (Banknorth Group Inc/Me)

Derivative Transactions. (ai) All Derivative Transactions (as defined below) entered into by the Company or any of its Subsidiaries or for the account of any of its customers subsidiaries were entered into in all material respects in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental Authorityregulatory authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by the Company or any of and its Subsidiariessubsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. The Company and each of its Subsidiaries subsidiaries have duly performed in all material respects all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company's knowledge, there are no material breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Associates First Capital Corp), Agreement and Plan of Merger (Citigroup Inc)

Derivative Transactions. (a) All Derivative Transactions entered into by Company BHB or any of its Subsidiaries or for the account of any of its their respective customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of BHB and its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company Each of BHB and each of its Subsidiaries have has duly performed all of their its obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of CompanyBHB, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bar Harbor Bankshares), Agreement and Plan of Merger (Lake Sunapee Bank Group)

Derivative Transactions. (a) All Derivative Transactions entered into by Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations Laws and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company’s Knowledge, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bank of the Ozarks Inc), Agreement and Plan of Merger (Bank of the Ozarks Inc)

Derivative Transactions. (a) All Derivative Transactions (as defined below) entered into by the Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental AuthorityEntity, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by the Company or any of and its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. The Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge knowledge of the Company, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (North Fork Bancorporation Inc)

Derivative Transactions. (a) All Derivative Transactions entered into by Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations Laws and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company and each of its Subsidiaries have duly performed performed, in all material respects, all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Independent Bank Corp)

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Derivative Transactions. (a) All Derivative Transactions entered into by Company the Bank or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations Laws and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company the Bank or any of its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company The Bank and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to Parent’s and the Knowledge of CompanyBank’s Knowledge, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Beneficial Bancorp Inc.)

Derivative Transactions. (a) All Except as would not have a Material Adverse Effect, all Derivative Transactions (as defined herein) entered into by Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental AuthorityEntity, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of and its Subsidiaries, and were entered into with counterparties believed at the time to be who are financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. ; and Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company’s knowledge, there are no material breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Community First Bankshares Inc)

Derivative Transactions. (a) All Derivative Transactions entered into by Company the Bank or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations Laws and regulatory policies of any Governmental Authority, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company the Bank or any of its Subsidiaries, and were entered into with counterparties believed at the time to be financially responsible and able to understand (either alone or in consultation with its advisers) and to bear the risks of such Derivative Transactions. Company The Bank and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of CompanySeller’s Knowledge, there are no breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bear State Financial, Inc.)

Derivative Transactions. (a) All Except as would not have a Material Adverse Effect, all Derivative Transactions (as defined herein) entered into by Company or any of its Subsidiaries or for the account of any of its customers were entered into in accordance with applicable laws, rules, regulations and regulatory policies of any Governmental AuthorityEntity, and in accordance with the investment, securities, commodities, risk management and other policies, practices and procedures employed by Company or any of and its Subsidiaries, and were entered into with counterparties believed at the time to be who are financially responsible and able to understand (either alone or in consultation with its their advisers) and to bear the risks of such Derivative Transactions. ; and Company and each of its Subsidiaries have duly performed all of their obligations under the Derivative Transactions to the extent that such obligations to perform have accrued, and, to the Knowledge of Company's knowledge, there are no material breaches, violations or defaults or allegations or assertions of such by any party thereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bancwest Corp/Hi)

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