Common use of Agreement as to Efforts to Consummate Clause in Contracts

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use its reasonable efforts to take all actions, and to do all things necessary, proper or advisable under applicable Laws, as promptly as practicable so as to permit consummation of the Merger at the earliest possible date and to otherwise enable consummation of the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation), including, without limitation, using its reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement.

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its legal ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement (including without limitation any Consents listed in Sections 5.18 and 6.8 of this Agreement). In connection with and without limiting the foregoing, Envoy and its Board of Directors shall, if any state takeover statute or similar Law is or becomes applicable to the Merger, this Agreement or any of the transactions contemplated by this Agreement, use commercially reasonable efforts to ensure that the Merger and the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement and otherwise to minimize the effect of such Law on the Merger, this Agreement and the transactions contemplated hereby.

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 of this Agreement; provided, however, that nothing herein no party shall preclude either Party from exercising its be required to seek any Consents or take any other actions for the exercise of any rights or performance of any obligations under this Agreementthe Stock Option Agreement except as set forth in such agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement; provided, however, that no party shall be required to seek any Consents or take any other actions for the exercise of any rights or performance of any obligations under the Stock Option Agreement except as set forth in such agreement.

Agreement as to Efforts to Consummate. No Party shall take, or cause ------------------------------------- to be taken, any action which may reasonably be foreseen as delaying or otherwise adversely impacting consummation of the Merger. No CBC Company nor FSB Company shall take any action which would cause the Merger not to be treated as a pooling of interests. Subject to the terms and conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper or advisable under applicable Laws, as promptly as practicable so as to permit consummation of the Merger at the earliest possible date and to otherwise enable consummation of the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI CBC in connection with the CSBI Surviving Corporation Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitationcovenant), including, without limitation, using its reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement.

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its legal ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 11 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement (including without limitation any Consents listed in Section 5.19(b) of the GNN Disclosure Letter). In connection with and without limiting the foregoing, GNN and its Board of Directors shall, if any state takeover statute or similar Law is or becomes applicable to the Merger, this Agreement or any of the transactions contemplated by this Agreement, use all commercially reasonable efforts to insure that the Merger and the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement and otherwise to minimize the effect of such Law on the Merger, this Agreement and the transactions contemplated hereby.

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its legal ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 of this Agreement; provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement (including without limitation any Consents listed in Sections 5.18 and 6.8 of this Agreement). In connection with and without limiting the foregoing, Company and its Board of Directors shall, if any state takeover statute or similar Law is or becomes applicable to the Merger, this Agreement or any of the transactions contemplated by this Agreement, use commercially reasonable efforts to ensure that the Merger and the other transactions contemplated by this Agreement may be consummated as promptly as practicable on the terms contemplated by this Agreement and otherwise to minimize the effect of such Law on the Merger, this Agreement and the transactions contemplated hereby.

Agreement as to Efforts to Consummate. Subject to the terms and ------------------------------------- conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as reasonably practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 9, including, if necessary, using reasonable efforts to resolve any concern of this Agreementthe OTS to avoid the imposition of a condition or restriction referred to in the last sentence of Section 9.1(b); provided, that nothing herein shall preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement. If requested by IndyMac, SGV agrees to execute and deliver at the Effective Time, or cause to be executed and delivered by or on behalf of the Surviving Corporation, at the Effective Time, any supplemental indentures and other instruments required for the due assumption of IndyMac's outstanding debt securities to the extent required by the terms of such securities and the instruments and agreements relating thereto.

Agreement as to Efforts to Consummate. Subject to the terms and ------------------------------------- conditions of this Agreement, each Party agrees to use use, and to cause its Subsidiaries to use, its reasonable best efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper or advisable under applicable Lawslaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 8 of this Agreement; provided, however, that nothing herein shall --------- preclude either Party from exercising its rights under this Agreement. Each Party shall use, and shall cause each of its Subsidiaries to use, its reasonable efforts to obtain all Consents necessary or desirable for the consummation of the transactions contemplated by this Agreement; provided, however, that nothing in this Section 7.5 shall be construed to obligate NCF to take any action to ------------ meet any condition required for it to obtain any Consent if such condition would be unreasonable or constitute a significant impediment upon NCF's ability to carry on its business or acquisition programs or to require NCF to increase its capital ratios to amounts in excess of the Federal Reserve's minimum capital ratio guidelines which may from time to time be in effect.

Agreement as to Efforts to Consummate. Subject to the terms and conditions of this Agreement, each Party party agrees to use use, and to cause its Affiliates to use, its reasonable efforts to take take, or cause to be taken, all actions, and to do do, or cause to be done, all things necessary, proper proper, or advisable under applicable LawsLaws to consummate and make effective, as promptly soon as practicable so as to permit consummation after the date of the Merger at the earliest possible date and to otherwise enable consummation of this Agreement, the transactions contemplated hereby and shall cooperate fully with the other Party hereto to that end (it being understood that any amendments to the Registration Statement filed by CSBI in connection with the CSBI Common Stock to be issued in the Merger or a resolicitation of proxies as a consequence of an acquisition agreement by CSBI or any of its Subsidiaries shall not violate this covenant provided CSBI agrees to pay all direct expenses associated with any such resolicitation)Agreement, including, without limitation, including using its reasonable efforts to lift or rescind any Order adversely affecting its ability to consummate the transactions contemplated herein and to cause to be satisfied the conditions referred to in Article 9 8 of this Agreement; provided, that nothing herein shall preclude either Party any party from exercising its rights under this Agreement. Each Party party shall use, and shall cause each of its Subsidiaries Affiliates to use, its reasonable efforts to obtain all Consents (including but not limited to all the Consents identified on Schedule 4.2(b)) necessary or desirable for the consummation of the transactions contemplated by this Agreement. Nothing contained in this Agreement or any Assignment and Assumption Agreement shall be deemed to constitute an assignment or attempted assignment by Sellers of any Contract if any assignment or attempted assignment would constitute a Default thereunder. Each party shall use, and shall cause each of its Affiliates to use, its reasonable efforts to execute all agreements to which it is intended to be a party in connection with the transactions contemplated hereby.