Additional Accruals and Reserves Sample Clauses

Additional Accruals and Reserves. Section 5.21. Disclosure Schedules Section 5.22. Estoppel Certificates Section 5.23. Obligations Related to Trust Preferred Securities
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Additional Accruals and Reserves. PCCI shall establish such additional accruals and reserves as may be necessary to conform PCCI’s accounting and credit loss reserve practices and methods to those of PCBC and PCBC’s plans with respect to the conduct of PCCI’s business following the Merger and to provide for the costs and expenses relating to the consummation by PCCI of the Merger and the other transactions contemplated by this Agreement; provided, however, that no such additional accruals or reserves (a) need be made prior to the Measurement Date or prior to the satisfaction of the conditions set forth in Article VIII or (b) need be included in the calculation of Adjusted Shareholders’ Equity pursuant to Section 8.11 of this Agreement; provided further, however, that PCBC acknowledges that the establishment of such accruals and reserves and provision for such costs and expenses (a) shall not be deemed to cause the PCCI Financial Statements to have been prepared other than in accordance with GAAP, (b) shall not constitute or result in a Material Adverse Change with respect to PCCI, and (c) shall not constitute a breach of any provision of this Agreement by PCCI.
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Additional Accruals and Reserves. Immediately prior to the Closing, TexStar shall establish such additional accruals and reserves as may be necessary: (i) to conform TexStar's accounting and credit loss reserve practices and methods to those of Surety Bank and Surety Bank's plans with respect to the conduct of TexStar's business following the Merger and, (ii) to the extent permitted by generally accepted accounting principles, to provide for the costs and expenses relating to the consummation by TexStar of the Merger and the other transactions contemplated by this Agreement.
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Additional Accruals and Reserves. At Acquiror’s request, the Company will cause the Bank to establish such additional accruals and reserves as may be necessary to conform the Bank’s accounting and credit loss reserve practices and methods to those of Acquiror and Acquiror’s plans with respect to the conduct of the Bank’s business after the Merger; provided that no such additional accruals or reserves will impact the calculation of minimum Adjusted Net Worth as contemplated under Section 8.11; and provided further, that Acquiror acknowledges that establishing such accruals and reserves and provision for such costs and expenses will not (a) be deemed to cause the Company Financial Statements to have been prepared other than in accordance with GAAP, (b) constitute or result in a Material Adverse Effect with respect to the Company, or (c) constitute a breach of any provision of this Agreement by the Company.
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Additional Accruals and Reserves. Upon mutual agreement of Seller and Purchaser, Seller will cause the Bank to establish such additional accruals and reserves as may be necessary to conform the Bank’s accounting and credit loss reserve practices and methods to those of Purchaser and Purchaser’s plans with respect to the conduct of the Bank’s business after the Contemplated Transactions; provided that Purchaser acknowledges that establishing such accruals and reserves and provision for such costs and expenses will not (a) be deemed to cause the Bank Financial Statements to have been prepared other than in accordance with GAAP, (b) constitute or result in a Material Adverse Effect with respect to Seller, or (c) constitute a breach of any provision of this Agreement by Seller.
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Related to Additional Accruals and Reserves

  • Stock Reserved The Company shall at all times during the term of this Agreement reserve and keep available the number of Common Shares necessary and sufficient to satisfy the terms of this Agreement.

  • Defined Contribution Plans The Company does not maintain, contribute to or have any liability under (or with respect to) any employee plan which is a tax-qualified "defined contribution plan" (as defined in Section 3(34) of ERISA), whether or not terminated.

  • Tax Reserves The Company has established on its books and records adequate reserves for all Taxes and for any liability for deferred income taxes in accordance with Adjusted GAAP.

  • Additional Contributions The Member is not required to make any additional capital contribution to the Company. However, the Member may at any time make additional capital contributions to the Company in cash or other property.

  • Additional Funds and Portfolios In the event that any management investment company in addition to those listed on Appendix A hereto desires to have the Custodian render services as custodian under the terms hereof, it shall so notify the Custodian in writing, and if the Custodian agrees in writing to provide such services, such management investment company shall become a Fund hereunder and be bound by all terms and conditions and provisions hereof including, without limitation, the representations and warranties set forth in Section 20.6 below. In the event that any Fund establishes one or more series of Shares in addition to those set forth on Appendix A hereto with respect to which it desires to have the Custodian render services as custodian under the terms hereof, it shall so notify the Custodian in writing, and if the Custodian agrees in writing to provide such services, such series of Shares shall become a Portfolio hereunder.

  • Defined Contribution Plan A plan under which Employee accounts are maintained for each Participant to which all contributions, forfeitures, investment income and gains or losses, and expenses are credited or deducted. A Participant’s benefit under such plan is based solely on the fair market value of his or her account balance.

  • Catch-Up Contributions Unless otherwise elected in Section 2.4 of this amendment, all employees who are eligible to make elective deferrals under this plan and who have attained age 50 before the close of the plan year shall be eligible to make catch-up contributions in accordance with, and subject to the limitations of, Section 414(v) of the Code. Such catch-up contributions shall not be taken into account for purposes of the provisions of the plan implementing the required limitations of Sections 402(g) and 415 of the Code. The plan shall not be treated as failing to satisfy the provisions of the plan implementing the requirements of Section 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416 of the Code, as applicable, by reason of the making of such catch-up contributions.

  • Stock Reserve The Company shall at all times during the term of this Option Agreement reserve and keep available such number of shares of Stock as will be sufficient to satisfy the requirements of this Option Agreement.

  • Loans from the General Partner; Loans or Contributions from the Partnership or Group Members (a) The General Partner or any of its Affiliates may lend to any Group Member, and any Group Member may borrow from the General Partner or any of its Affiliates, funds needed or desired by the Group Member for such periods of time and in such amounts as the General Partner may determine; provided, however, that in any such case the lending party may not charge the borrowing party interest at a rate greater than the rate that would be charged the borrowing party or impose terms less favorable to the borrowing party than would be charged or imposed on the borrowing party by unrelated lenders on comparable loans made on an arm’s-length basis (without reference to the lending party’s financial abilities or guarantees), all as determined by the General Partner. The borrowing party shall reimburse the lending party for any costs (other than any additional interest costs) incurred by the lending party in connection with the borrowing of such funds. For purposes of this Section 7.6(a) and Section 7.6(b), the term “Group Member” shall include any Affiliate of a Group Member that is controlled by the Group Member.

  • Initial Contributions In connection with the formation of the Partnership under the Delaware Act, the General Partner made an initial Capital Contribution to the Partnership in the amount of $10.10 for an interest in the Partnership and was admitted as the general partner of the Partnership, and the Initial Limited Partner made an initial Capital Contribution to the Partnership in the amount of $989.90 for an interest in the Partnership and was admitted as a limited partner of the Partnership.

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