Common use of Takeover Laws Clause in Contracts

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 25 contracts

Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Belmont Bancorp), Agreement and Plan of Merger (Sky Financial Group Inc)

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Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, as applicable, and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover LawLaws, as now or hereafter in effect, that purports to apply to this Agreement or the transactions contemplated hereby.

Appears in 21 contracts

Samples: Orrf Voting Agreement (Orrstown Financial Services Inc), Agreement and Plan of Merger (Brookline Bancorp Inc), Agreement and Plan of Merger (PCSB Financial Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 18 contracts

Samples: Agreement and Plan of Merger (United Bankshares Inc/Wv), Agreement and Plan of Reorganization (United Bankshares Inc/Wv), Agreement and Plan of Reorganization (United Bankshares Inc/Wv)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Stock Option Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 17 contracts

Samples: Agreement and Plan of Merger (Mahoning National Bancorp Inc), Agreement and Plan of Merger (Charter One Financial Inc), Agreement and Plan of Merger (Vectra Banking Corp)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement Agreement, to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Farmers National Banc Corp /Oh/), Agreement and Plan of Merger (Farmers National Banc Corp /Oh/), Agreement and Plan of Merger (Farmers National Banc Corp /Oh/)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Support Agreements to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Support Agreements and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover Law, as now or hereafter in effect.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (LCNB Corp), Agreement and Plan of Merger (LCNB Corp), Agreement and Plan of Merger (Peoples Bancorp Inc)

Takeover Laws. No party hereto shall Party will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall Party will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Hope Bancorp Inc), Agreement and Plan of Merger (BBCN Bancorp Inc), Agreement and Plan of Merger (BBCN Bancorp Inc)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Columbia Banking System Inc), Agreement and Plan of Merger (West Coast Bancorp /New/Or/), Agreement and Plan of Merger (Hilltop Holdings Inc.)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (United Bancshares Inc/Oh), Stock Purchase Agreement (LCNB Corp), Agreement and Plan of Merger (LCNB Corp)

Takeover Laws. No party hereto Party shall take any action that would cause any of the transactions contemplated by this Agreement Transactions to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement Transactions from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (First Oak Brook Bancshares Inc), Agreement and Plan of Merger (MFB Corp), Agreement and Plan of Merger (Mutualfirst Financial Inc)

Takeover Laws. No party hereto shall knowingly take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Royal Bank of Canada \), Agreement and Plan of Merger (Dime Bancorp Inc), Agreement and Plan of Merger (Centura Banks Inc)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall party to this Agreement will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover LawLaws, as now or hereafter in effect.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Emclaire Financial Corp), Agreement and Plan of Merger (Emclaire Financial Corp), Agreement and Plan of Merger (Cortland Bancorp Inc)

Takeover Laws. No party Party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 4 contracts

Samples: Employment Agreement (Millennium Bankshares Corp), Agreement and Plan of Merger (Midwest Banc Holdings Inc), Agreement and Plan of Merger (Midwest Banc Holdings Inc)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any rights plan adopted by such party or any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state that purport to apply to this Agreement or the transactions contemplated hereby.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Penn Virginia GP Holdings, L.P.), Agreement and Plan of Merger (Inergy Holdings, L.P.), Agreement and Plan of Merger (Inergy L P)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement Contemplated Transactions to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect. For purposes of this Agreement, “Takeover Laws” means any “moratorium,” “control share,” “fair price,” “interested stockholder” or other anti-takeover laws and regulations of any jurisdiction.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Home Bancshares Inc), Agreement and Plan of Merger (Home Bancshares Inc), Agreement and Plan of Merger (Home Bancshares Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any the Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement from, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover LawLaws, as now or hereafter in effect.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (City Holding Co), Agreement and Plan of Merger (Poage Bankshares, Inc.), Agreement and Plan of Merger (LCNB Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Stock Option Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement and the Stock Option Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (St Paul Bancorp Inc), Agreement and Plan of Merger (Alliance Bancorp), Agreement and Plan of Merger (Charter One Financial Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, as applicable, and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect, that purports to apply to this Agreement or the transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (LSB Corp), Agreement and Plan of Merger (Massbank Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Premier Community Bankshares Inc), Agreement and Plan of Reorganization and Merger (Village Bank & Trust Financial Corp.), Agreement and Plan of Reorganization (United Bankshares Inc/Wv)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement or the Option Agreement, to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp), Agreement and Plan of Merger (Bank of Montreal /Can/)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, as applicable, and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement and the Voting Agreements from, or if necessary challenge the validity or applicability of, any applicable Takeover LawLaws, as now or hereafter in effect, that purports to apply to this Agreement or the Voting Agreements or the transactions contemplated hereby or thereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Danvers Bancorp, Inc.), Agreement and Plan of Merger (Beverly National Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement Transactions to be subject to the requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement all such Transactions from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Community Bank System, Inc.), Agreement and Plan of Merger (Oneida Financial Corp.)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement Agreement, to be subject to requirements imposed by any Takeover Law Laws and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (National Penn Bancshares Inc), Agreement and Plan of Merger (Tf Financial Corp)

Takeover Laws. No party hereto Party shall take any action that would cause the transactions contemplated by this Agreement Transactions to be subject to requirements imposed by any Takeover Law Laws, and each of them Party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement Transactions from, or if necessary challenge the validity or applicability of, any rights plan adopted by such Party or any applicable Takeover Law, as now or hereafter in effect, including Takeover Laws of any state that purport to apply to this Agreement or the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Tallgrass Energy GP, LP)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be become subject to requirements imposed by any the Takeover Law Laws and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover LawLaws, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Peoples Bancorp Inc), Agreement and Plan of Merger (Nb&t Financial Group Inc)

Takeover Laws. No party hereto shall Party may take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any "moratorium", "control share", "fair price", "affiliate transactions", "business combination" or other anti-takeover laws or regulations ("Takeover Law Laws") and each of them shall Party will take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bingham Financial Services Corp), Agreement and Plan of Merger (Bingham Financial Services Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any rights plan adopted by such party or any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state that purport to apply to this Agreement or the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Crestwood Midstream Partners LP), Agreement and Plan of Merger

Takeover Laws. No party hereto Neither Party shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any rights plan adopted by such Party or any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state that purport to apply to this Agreement or the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (NuStar Energy L.P.), Agreement and Plan of Merger

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary to challenge the validity or applicability of, any applicable Takeover Lawlaw, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Synavant Inc), Agreement and Plan of Merger (Synavant Inc)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect, including Sections 33-841 through 33-844 of the CBCA.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CTG Resources Inc), Agreement and Plan of Merger (Energy East Corp)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any stockholder rights plan adopted by such party or any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state that purport to apply to this Agreement or the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Redemption and Merger (Markwest Hydrocarbon Inc), Agreement and Plan of Redemption and Merger (Markwest Energy Partners L P)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: 47 Agreement and Plan of Combination (North American Mortgage Co), Dime Bancorp Inc

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement fromand the Voting Agreement from or, or if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Citizens Banc Corp /Oh), Agreement and Plan of Merger (First Citizens Banc Corp /Oh)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any rights plan adopted by such party or any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state or foreign jurisdiction that purport to apply to this Agreement or the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Crude Carriers Corp.), Agreement and Plan of Merger (Capital Product Partners L.P.)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Stock Option Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Stock Option Agreement (United Bankshares Inc/Wv), Agreement and Plan of Reorganization (Century Bancshares Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Premier Financial Bancorp Inc), Agreement and Plan of Merger (City Holding Co)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law or similar law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SWS Group Inc), Agreement and Plan of Merger (Hilltop Holdings Inc.)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ohio Valley Banc Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement, the Bank Merger Agreement or the Stock Option Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wachovia Corp/ Nc)

Takeover Laws. No party hereto shall take any action that would cause the transactions Transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) ), or minimize the transactions effect on, the Transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover LawLaws, as now or hereafter in effect, including, without limitation, Section 203 of the 40 DGCL or any other Takeover Laws that purport to apply to this Agreement or the Transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan (Antec Corp)

Takeover Laws. No party hereto shall take any action that would cause this Agreement, the Merger or any of the other transactions contemplated by this Agreement hereby to be subject to requirements imposed by any Takeover Law Laws, as applicable, and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Merger or any of the other transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, hereby from any applicable Takeover LawLaws, as now or hereafter in effect, that purports to apply to this Agreement or the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (PB Bancorp, Inc.)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law takeover law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions transaction contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Lawtakeover law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Americanwest Bancorporation)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Peoples Bancorp Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement Transactions to be subject to requirements imposed by any Takeover Law Law, as applicable, and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect, that purports to apply to this Agreement or the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Service Bancorp Inc)

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Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Support Agreements to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Support Agreements and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover Law, as now or hereafter in effect.. 6.08

Appears in 1 contract

Samples: Agreement and Plan of Merger (City Holding Co)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.. 6.09

Appears in 1 contract

Samples: 2 Agreement (Dime Bancorp Inc)

Takeover Laws. No party hereto Party shall knowingly take any action that would cause the transactions contemplated by this Merger Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary commercially reasonable steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Merger Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Merger Agreement (Ii-Vi Inc)

Takeover Laws. No party hereto shall take any action that would cause -------------- the transactions contemplated by this Agreement or any of the Transaction Documents to be subject to the requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the all such transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.as

Appears in 1 contract

Samples: Agreement and Plan of Merger (Peoples Bankcorp Inc)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effectincluding Sections 33-841 and 33-844 of the CBCA.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Northeast Utilities System)

Takeover Laws. No party hereto shall knowingly take any action that would cause the transactions contemplated by this Agreement or the Voting Agreements to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement or the Voting Agreements from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Popular Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Plan or the Stock Option Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement Plan from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Mergers (First Union Corp)

Takeover Laws. No party hereto None of the parties shall take any action that would cause the transactions matters contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Laws, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions matters contemplated by this Agreement from, or if necessary challenge the validity or applicability of, of any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Takeover Laws of any state that purport to apply to this Agreement or the matters contemplated hereby.

Appears in 1 contract

Samples: Contribution and Assumption Agreement (Magellan Midstream Partners Lp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement, the Holdings Purchase Agreement or the Voting Agreements to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary and reasonable steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement, the Holdings Purchase Agreement or the Voting Agreements from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Voting Agreement (Financial Security Assurance Holdings LTD/Ny/)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by of any “moratorium,” “control share,” “fair price,” “affiliate transaction,” “business combination,” or other anti-takeover laws and regulations of any state (collectively, “Takeover Law Laws”) and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Skyline Bankshares, Inc.)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Voting Agreement and the transactions contemplated by this Agreement from, or if necessary challenge from the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Peoples Bancorp Inc)

Takeover Laws. No party hereto shall will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary to challenge the validity or applicability of, any applicable Takeover Lawlaw, as now or hereafter in effect.. 6.9

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dendrite International Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by of any “moratorium,” “control share,” “fair price,” “affiliate transaction,” “business combination,” or other anti-takeover laws and regulations of any state including Article 14.1 of the VSCA (collectively, “Takeover Law Laws”) and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bay Banks of Virginia Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (LCNB Corp)

Takeover Laws. No party hereto shall Party will take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall Party will take all necessary steps within its control to exempt (or ensure the continued exemption of) the those transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BBCN Bancorp Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by of any "moratorium," "control share," "fair price," "affiliate transaction," "business combination," or other anti-takeover laws and regulations of any state (collectively, "Takeover Law Laws") and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Parkway Acquisition Corp.)

Takeover Laws. No party hereto shall Buyer Party will take any action that would cause this Agreement or the transactions contemplated by this Agreement hereby to be subject to requirements imposed by any Takeover Law Laws under applicable Law, and each of them shall will take all necessary reasonable steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by from the Takeover Laws of any state that purport to apply to this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effecttransactions contemplated hereby.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (EQT Corp)

Takeover Laws. No party hereto shall knowingly take any action that would cause the transactions contemplated by this Agreement or the Shareholder Agreements to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cotton States Life Insurance Co /)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or any of the Transaction Documents to be subject to the requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the all such transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect. For purposes of this Section, "Takeover Laws" shall mean Section 912 of the NYBCL.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Community Bank System Inc)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, from any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Etown Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each all of them shall take all necessary steps within its their control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First National Bancshares Inc/ Fl/)

Takeover Laws. No party hereto shall knowingly take any action that would cause the transactions contemplated by this Agreement or the Voting Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eagle Bancshares Inc)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement hereby to be subject to the requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement hereby from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (M&t Bank Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or or, if necessary necessary, challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Park National Corp /Oh/)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Option Agreements to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zions Bancorporation /Ut/)

Takeover Laws. No Neither party hereto shall take any action that would cause the transactions contemplated by this Agreement to be subject to requirements imposed by any Takeover Law Law, and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement from, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect, including Sections 33-841 and 33-844 of the CBCA.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Energy East Corp)

Takeover Laws. No party hereto shall take any action that would cause ------------- the transactions contemplated by this Agreement purchase and sale of the Shares to be subject to requirements imposed by any Takeover Law and each of them party shall take all necessary steps within its control to exempt (or ensure the continued exemption of) the transactions contemplated by this Agreement frompurchase and sale of the Shares, or if necessary challenge the validity or applicability of, any applicable Takeover Law, as now or hereafter in effect, including, without limitation, Section 203 of the DGCL, or any other Takeover Laws that purport to apply to this Agreement, or the transactions contemplated hereby.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (New Century Financial Corp)

Takeover Laws. No party hereto shall take any action that would cause the transactions contemplated by this Agreement or the Support Agreements to be subject to requirements imposed by any the Takeover Law and each of them shall take all necessary steps within its control to exempt (or ensure the continued exemption of) this Agreement, the Support Table of Contents Agreements and the transactions contemplated by this Agreement fromfrom or, or if necessary necessary, challenge the validity or applicability of, any applicable the Takeover Law, as now or hereafter in effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Premier Financial Bancorp Inc)

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