Advice of Changes. Prior to the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 20 contracts
Samples: Agreement and Plan of Merger (Community Financial Corp /Md/), Agreement and Plan of Merger (WashingtonFirst Bankshares, Inc.), Agreement and Plan of Merger (Sandy Spring Bancorp Inc)
Advice of Changes. Prior to the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge Knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Standard AVB Financial Corp.), Agreement and Plan of Merger (MSB Financial Corp), Agreement and Plan of Merger (Pilgrim Bancshares, Inc.)
Advice of Changes. Prior to Before the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge Knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (First Community Bankshares Inc /Va/), Agreement and Plan of Merger (First Community Bankshares Inc /Va/), Voting and Support Agreement (CapStar Financial Holdings, Inc.)
Advice of Changes. Prior to Before the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cincinnati Bancorp), Agreement and Plan of Reorganization (First Savings Financial Group Inc), Subsidiary Bank Merger Agreement (First Savings Financial Group Inc)
Advice of Changes. Prior to the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge Knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this AgreementAgreement unless expressly waived in writing by the other party hereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SI Financial Group, Inc.), Agreement and Plan of Merger (Berkshire Hills Bancorp Inc)
Advice of Changes. Prior to the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; providedPROVIDED, howeverHOWEVER, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Bancorp of Indiana Inc)
Advice of Changes. Prior to Before the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge Knowledge of (i) any representation or warranty made by it contained in this Agreement or the BOW Merger Agreement becoming untrue or inaccurate in any material respect or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement or the BOW Merger Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement or the BOW Merger Agreement.
Appears in 1 contract
Samples: Voting and Support Agreement (CapStar Financial Holdings, Inc.)
Advice of Changes. Prior to Before the Closing, each party shall promptly advise the other party orally and in writing to the extent that it has knowledge Knowledge of (i) any representation or warranty made by it contained in this Agreement becoming untrue or inaccurate in any material respect respect, or (ii) the failure by it to comply in any material respect with or satisfy in any material respect any covenant, condition or agreement to be complied with or satisfied by it under this Agreement; provided, however, that no such notification shall affect the representations, warranties, covenants or agreements of the parties or the conditions to the obligations of the parties under this Agreement.
Appears in 1 contract
