Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law or regulation.
Appears in 6 contracts
Samples: Merger Agreement (Peoples Federal Bancshares, Inc.), Merger Agreement (Independent Bank Corp), Merger Agreement (Mayflower Bancorp Inc)
Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article ARTICLE VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law Law or regulation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization, Merger Agreement (Bank of the Ozarks Inc), Merger Agreement (Bank of the Ozarks Inc)
Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law Laws or regulationby GAAP.
Appears in 2 contracts
Samples: Merger Agreement (Independent Bank Corp), Merger Agreement (Independent Bank Corp)
Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law Laws or regulationGAAP.
Appears in 2 contracts
Samples: Merger Agreement (Independent Bank Corp), Merger Agreement (Independent Bank Corp)
Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger Stock Sale set forth in Article VI VII not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law Law or regulation.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Beneficial Bancorp Inc.), Stock Purchase Agreement (Bear State Financial, Inc.)
Adverse Actions. Take any action or fail to take, or adopt any resolutions of its board of directors in support of, any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article ARTICLE VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law Law or regulationregulation or as may be permitted by Section 5.09(f) of this Agreement.
Appears in 1 contract
