Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, by the party benefited by the provision or (ii) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Southern California Bancorp \ CA), Agreement of Merger (Plumas Bancorp), Agreement and Plan of Reorganization and Merger (BayCom Corp)
Waiver; Amendment. Prior to the Effective Time, any Any provision of this Agreement may be (ia) waived, waived by the party benefited by the provision provision, but only in writing, or (iib) amended or modified at any time, but only by an a written agreement in writing among the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law.
Appears in 10 contracts
Samples: Stockholder Agreement (Aci Worldwide, Inc.), Shareholder Agreement (Online Resources Corp), Shareholder Agreement (Aci Worldwide, Inc.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be be: (i) waived, waived in writing by the party benefited benefitted by the provision or (ii) amended or modified at any time, time (including the structure of the transaction) by an agreement in writing among between the parties hereto executed in the same manner as this Agreementhereto.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Columbia Financial, Inc.), Agreement and Plan of Merger (Columbia Financial, Inc.), Agreement and Plan of Merger (Bogota Financial Corp.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement or the plan of merger contained herein to the shareholders of Seller.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (S&t Bancorp Inc), Agreement and Plan of Merger (S&t Bancorp Inc), Agreement and Plan of Merger (S&t Bancorp Inc)
Waiver; Amendment. Prior to Before the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited by the provision provision, but only in writing, or (iib) amended or modified at any time, but only by an a written agreement in writing among the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement to the shareholders of the Company.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Summit Bancshares Inc /Tx/), Agreement and Plan of Merger (Cullen Frost Bankers Inc), Agreement and Plan of Merger (Cullen Frost Bankers Inc)
Waiver; Amendment. Prior to the Effective Time, any Any provision of this Agreement may be (ia) waived, waived by the party Party benefited by the provision provision, or (iib) amended or modified at any time, by an agreement in writing among the parties hereto Parties approved or authorized and executed by each Party in the same manner as this Agreement.
Appears in 3 contracts
Samples: Put Call Agreement, Put Call Agreement (NGA Holdco, LLC), Put Call Agreement (NGA Holdco, LLC)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, by the party Party benefited by the provision or (iib) amended or modified at any time, by an agreement in writing among the parties hereto Parties executed in the same manner as this Agreement.
Appears in 2 contracts
Samples: Bank Merger Agreement (Community West Bancshares /), Bank Merger Agreement (Central Valley Community Bancorp)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited by the provision or (iib) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement, except that after the QBT Meeting no amendment shall be made which by law requires further approval by the shareholders of QBT without obtaining such approval.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bankwell Financial Group, Inc.), Agreement and Plan of Merger (Bankwell Financial Group, Inc.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in writing by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that after the NB&T Financial Meeting or the Peoples Meeting, this Agreement may not be amended if it would violate the OGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peoples Bancorp Inc), Agreement and Plan of Merger (Nb&t Financial Group Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto and executed in the same manner as this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (FTM Media Inc), Agreement and Plan of Merger (FTM Media Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in whole or in part by the party benefited by the provision or by all parties or (ii) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RBB Bancorp), Agreement and Plan of Merger (East West Bancorp Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited benefitted by the provision or (iib) amended or modified at any time, by an agreement in writing among between the parties hereto approved or authorized by their respective Boards of Directors or similar governing body and executed in the same manner as this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Goldman Sachs Group Inc), Agreement and Plan of Merger (Goldman Sachs Group Inc)
Waiver; Amendment. Prior to Before the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited by the provision provision, but only in writing, or (iib) amended or modified at any time, but only by an a written agreement in writing among the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require submission or resubmission of this Agreement or the plan of merger contained herein to the shareholders of Zions or Amegy.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zions Bancorporation /Ut/), Agreement and Plan of Merger (Amegy Bancorporation, Inc.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision or (ii) amended or modified at any time, time by an agreement in writing among the parties hereto executed in the same manner as this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (First Community Bancshares Inc /Nv/), Employment Agreement (First Community Bancshares Inc /Nv/)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement to the stockholders of Granite.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bank of Granite Corp), Agreement and Plan of Merger (FNB United Corp.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited benefitted by the provision or (ii) amended or modified at any timeprovision, by an agreement in writing among the parties hereto executed in the same manner as this Agreement.or
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Royal Bank of Canada \), Agreement and Plan of Merger (Centura Banks Inc)
Waiver; Amendment. Prior to the Effective TimeClosing, any provision of this Agreement may be (ia) waived, waived by the party Party benefited by the provision provision, or (iib) amended or modified at any time, by an agreement in writing among the parties hereto Parties approved or authorized and executed by each Party in the same manner as this Agreement.
Appears in 2 contracts
Samples: Purchase Agreement (NGA Holdco, LLC), Purchase Agreement (NGA Holdco, LLC)
Waiver; Amendment. Prior At any time prior to the Effective Time, any provision of this Agreement may be be: (i) waived, waived by the party benefited benefitted by the provision or by both parties by a writing executed by an executive officer of such party, or (ii) amended or modified at any time, time (including the structure of the transaction) by an agreement in writing among between the parties hereto executed approved by their respective Boards of Directors and the Special Independent Committee, in the same manner as this Agreementcase of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Reflectone Inc /Fl/), Agreement and Plan of Merger (British Aerospace Public LTD Co Et Al)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement or the plan of merger contained herein to the shareholders of CB.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quantum FinTech Acquisition Corp)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in whole or in part by the party benefited by the provision or by all parties or (ii) amended or modified at any time, time by an agreement in writing by and among the parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Natural Grocers by Vitamin Cottage, Inc.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in writing by the party benefited by the provision provision, or (ii) amended or modified at any time, by either an agreement in writing among between the parties hereto executed in the same manner as this Agreement, or if requested to amend by a Governmental Authority to achieve the purposes of the Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Citizens First Bancorp Inc)
Waiver; Amendment. Prior Subject, to compliance with applicable law, prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto approved by their respective Boards of Directors and executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Business Bancorp /Ca/)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that after the Century Meeting, this Agreement may not be amended if it would violate the DGCL.
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party Party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto Parties executed in the same manner as this Agreement, except that after the Bank Meeting, this Agreement may not be amended if it would violate the Banking Act or reduce the consideration to be received by Bank shareholders in the Merger.
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited benefitted by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that after the ALBANK Meeting, the consideration to be received by the ALBANK stockholders for each share of ALBANK Common Stock shall not thereby be decreased.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Charter One Financial Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party Party benefited by the provision or (ii) amended or modified at any time, time by an agreement in writing among the parties Parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (1st Independence Financial Group, Inc.)
Waiver; Amendment. Prior to the Effective Time, any Any provision of this Agreement may be (i) waived, waived by the party Party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among of the parties hereto Parties executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, by the party benefited by the provision or (iib) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Cooperation Agreement (Central Valley Community Bancorp)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable Law.
Appears in 1 contract
Waiver; Amendment. Prior to Before the Effective Time, any provision of this Agreement may be (i) waived, waived in writing by the party benefited benefitted by the provision or (ii) amended or modified at any time, time (including the structure of the transaction) by an agreement in writing among between the parties hereto executed in the same manner as this Agreementhereto.
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any Any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Commitment Agreement (Bank United Corp Litigation Contingent Payments Rights Trust)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement or the plan of merger contained herein to the shareholders of Main Street.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Main Street Banks Inc /New/)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that this Agreement may not be amended if it would violate the OGCL or the federal securities laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ohio Valley Banc Corp)
Waiver; Amendment. Prior to the Effective TimeDate, any provision of this Agreement may be (iI) waived, waived by the party benefited benefitted by the provision provision, or (ii) amended or modified at any timetime (including the structure of the transaction), by an agreement in writing among the parties hereto executed in the same manner as this Agreement.agreement
Appears in 1 contract
Samples: Ml Bancorp Inc
Waiver; Amendment. Prior to the Effective TimeDate, any provision of this Agreement may be (ia) waived, waived in writing signed by the party benefited by the provision provision, or (iib) amended or modified at any time, time by an agreement in writing among the parties signed by each party hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sirva Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that no amendment or waiver may be made that would change the form or the amount of the merger consideration following the PEOPLES Meeting.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Citizens & Northern Corp)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement or the plan of merger contained herein to the shareholders of CFC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Coastal Financial Corp /De)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision or (ii) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement, except that after the Meeting no amendment shall be made which by law requires further approval by the Members of NFCU without obtaining such approval.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nationwide Financial Services Inc/)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Peoples Community Bancorp Inc /Md/)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except to the extent that any such amendment would violate applicable law or require resubmission of this Agreement or the plan of merger contained herein to the shareholders of Company.
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision provision, or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement, except that after the Futura Meeting or the First Citizens Meeting, this Agreement may not be amended if such amendment would violate the OGCL or the federal securities laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Citizens Banc Corp /Oh)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (ia) waived, waived by the party benefited by the provision or (iib) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement, except that after the Bank Meeting no amendment shall be made which by law requires further approval by the shareholders of Bank without obtaining such approval.
Appears in 1 contract
Samples: Agreement and Plan of Merger (New Hampshire Thrift Bancshares Inc)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in whole or in part by the party benefited by the provision or by both parties or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement.
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived by the party benefited by the provision or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement; provided, however, that after the Pxxxx Meeting, this Agreement may not be amended if it would void the approval of this Agreement under the MGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Poage Bankshares, Inc.)
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, waived in whole or in part by the party benefited by the provision or by both parties or (ii) amended or modified at any time, by an agreement in writing among between the parties hereto executed in the same manner as this Agreement., except that after the ARB Meeting, this Agreement may not be amended if it would reduce the aggregate value of the
Appears in 1 contract
Waiver; Amendment. Prior to the Effective Time, any provision of this Agreement may be (i) waived, by the party benefited by the provision or (ii) amended or modified at any time, by an agreement in writing among the parties hereto executed in the same manner as this Agreement, except that after the Target Meeting no amendment shall be made which by law requires further approval by the stockholders of Target without obtaining such approval.
Appears in 1 contract
