Common use of Agreement of Affiliates Clause in Contracts

Agreement of Affiliates. Morgxx xxx disclosed in Section 8.9 of the Morgxx Xxxclosure Memorandum each Person whom it reasonably believes may be deemed an "affiliate" of Morgxx xxx purposes of Rule 145 under the 1933 Act. Morgxx xxxll use its reasonable efforts to cause each such Person to deliver to Regions not later than the Effective Time, a written agreement, in substantially the form of Exhibit 3, providing that such Person will not sell, pledge, transfer, or otherwise dispose of the shares of Morgxx Xxxmon Stock held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, or otherwise dispose of the shares of Regions Common Stock to be received by such Person upon consummation of the Merger except in compliance with applicable provisions of the 1933 Act and the rules and regulations thereunder. Shares of Regions Common Stock issued to such affiliates of Morgxx xx exchange for shares of Morgxx Xxxmon Stock shall not be transferable, regardless of whether each such affiliate has provided the written agreement referred to in this Section 8.9 (and Regions shall be entitled to place restrictive legends upon certificates for shares of Regions Common Stock issued to affiliates of Morgxx xxxsuant to this Agreement to enforce the provisions of this Section 8.9), except as provided

Agreement of Affiliates. Morgxx xxx Cardinal has disclosed in Section 8.9 8.10 of the Morgxx Xxxclosure Cardinal Disclosure Memorandum each Person all Persons whom it reasonably believes may be deemed is an "affiliate" of Morgxx xxx Cardinal for purposes of Rule 145 under the 1933 Act, and Area has disclosed in Section 8.10 of the Area Disclosure Memorandum all Persons whom it reasonably believes to be an "affiliate" of Area for purposes of Rule 145 under the 1933 Act. Morgxx xxxll Each of Area and Cardinal shall use its reasonable efforts to cause each such Person to deliver to Regions Area and Cardinal, not later than thirty (30) days after the Effective Timedate of this Agreement, a written agreement, substantially in substantially the form of Exhibit 31 as to Affiliates of Cardinal, and substantially in the form of Exhibit 2 as to Affiliates of Area, providing that such Person will not sell, pledge, transfer, transfer or otherwise dispose of the shares of Morgxx Xxxmon Cardinal Common Stock and/or Area Common Stock, as applicable, held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, transfer or otherwise dispose of the shares of Regions Area Common Stock to be received by such Person held upon consummation of the Merger except in compliance with applicable provisions of the 1933 Act and the rules and regulations thereunder. Shares of Regions Common Stock issued to such affiliates of Morgxx xx exchange for shares of Morgxx Xxxmon Stock shall not be transferable, regardless of whether each such affiliate has provided the written agreement referred to in this Section 8.9 (and Regions Area shall be entitled to place restrictive legends upon certificates for shares of Regions Area Common Stock issued to affiliates Affiliates of Morgxx xxxsuant Cardinal pursuant to this Agreement to enforce the provisions of this Section 8.9), except as provided8.10. Area shall not be required to maintain the effectiveness of the Registration Statement under the 1933 Act for the purposes of resale of Area Common Stock by such Affiliates.

Agreement of Affiliates. Morgxx xxx Xxxxxx has disclosed in Section 8.9 of the Morgxx Xxxclosure Xxxxxx Disclosure Memorandum each Person whom it reasonably believes may be deemed an "affiliate" of Morgxx xxx Xxxxxx for purposes of Rule 145 under the 1933 Act. Morgxx xxxll Xxxxxx shall use its reasonable efforts to cause each such Person to deliver to Regions not later than the Effective Time, a written agreement, in substantially the form of Exhibit 3, providing that such Person will not sell, pledge, transfer, or otherwise dispose of the shares of Morgxx Xxxmon Xxxxxx Common Stock held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, or otherwise dispose of the shares of Regions Common Stock to be received by such Person upon consummation of the Merger except in compliance with applicable provisions of the 1933 Act and the rules and regulations thereunder. Shares of Regions Common Stock issued to such affiliates of Morgxx xx Xxxxxx in exchange for shares of Morgxx Xxxmon Xxxxxx Common Stock shall not be transferable, regardless of whether each such affiliate has provided the written agreement referred to in this Section 8.9 (and Regions shall be entitled to place restrictive legends upon certificates for shares of Regions Common Stock issued to affiliates of Morgxx xxxsuant Xxxxxx pursuant to this Agreement to enforce the provisions of this Section 8.9), except as providedprovided herein. Regions shall not be required to maintain the effectiveness of the Registration Statement under the 1933 Act for the purposes of resale of Regions Common Stock by such affiliates.

Agreement of Affiliates. Morgxx xxx Park Meridian has disclosed in Section 8.9 of the Morgxx Xxxclosure Park Meridian Disclosure Memorandum each Person whom it reasonably believes may be deemed an "affiliate" of Morgxx xxx Park Meridian for purposes of Rule 145 under the 1933 Act. Morgxx xxxll Park Meridian shall use its reasonable efforts to cause each such Person to deliver to Regions not later than the Effective Time, a written agreement, in substantially the form of Exhibit 3, providing that such Person will not sell, pledge, transfer, or otherwise dispose of the shares of Morgxx Xxxmon Park Meridian Common Stock held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, or otherwise dispose of the shares of Regions Common Stock to be received by such Person upon consummation of the Merger except in compliance with applicable provisions of the 1933 Act and the rules and regulations thereunder. Shares of Regions Common Stock issued to such affiliates of Morgxx xx Park Meridian in exchange for shares of Morgxx Xxxmon Park Meridian Common Stock shall not be transferable, regardless of whether each such affiliate has provided the written agreement referred to in this Section 8.9 (and Regions shall be entitled to place restrictive legends upon certificates for shares of Regions Common Stock issued to affiliates of Morgxx xxxsuant Park Meridian pursuant to this Agreement to enforce the provisions of this Section 8.9), except as providedprovided herein. Regions shall not be required to maintain the effectiveness of the Registration Statement under the 1933 Act for the purposes of resale of Regions Common Stock by such affiliates.

Agreement of Affiliates. Morgxx xxx Republic has disclosed in Section 8.9 8.12 of the Morgxx Xxxclosure Republic Disclosure Memorandum each Person whom it reasonably believes may be deemed an "affiliate" of Morgxx xxx Republic for purposes of Rule 145 under the 1933 Act. Morgxx xxxll Republic shall use its reasonable efforts to cause each such Person who may be deemed to be an "affiliate" of Republic for purposes of Rule 145 under the 1933 Act as of the date of the Stockholders' Meeting to deliver to Regions Buyer not later than the Effective Time, a written agreement, in substantially the form of Exhibit 3, providing that such Person will not sell, pledge, transfer, or otherwise dispose of the shares of Morgxx Xxxmon Republic Common Stock held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, or otherwise dispose of the shares of Regions Buyer Common Stock to be received by such Person upon consummation of the Merger except in compliance with applicable provisions of the 1933 Act and the rules and regulations thereunder. Shares of Regions Buyer Common Stock issued to such affiliates of Morgxx xx Republic in exchange for shares of Morgxx Xxxmon Republic Common Stock shall not be transferable, regardless of whether each such affiliate has provided the written agreement referred to in this Section 8.9 8.12 (and Regions Buyer shall be entitled to place restrictive legends upon certificates for shares of Regions Buyer Common Stock issued to affiliates of Morgxx xxxsuant Republic pursuant to this Agreement to enforce the provisions of this Section 8.98.12), except as providedprovided herein. Buyer shall not be required to maintain the effectiveness of the Registration Statement under the 1933 Act for the purposes of resale of Buyer Common Stock by such affiliates.