Common use of Alternative Structure Clause in Contracts

Alternative Structure. Notwithstanding anything in this Agreement to the contrary, First Federal may specify (subject to Frankfort First’s approval, which shall not be unreasonably withheld) that any of its or MHC’s direct or indirect subsidiaries, and Frankfort First and any of its direct or indirect subsidiaries shall enter into transactions other than those described in this Article II, in order to effect the purposes of this Agreement, and First Federal and Frankfort First shall take all action necessary and appropriate to effect, or cause to be affected, such transactions; provided, however, that (i) other than a change in structure required by a regulatory agency having jurisdiction over the transactions contemplated by this Agreement, no such specification shall materially and adversely affect the timing of the consummation of the transactions contemplated herein; or (ii) no such specifications shall materially and adversely affect the tax effect or economic benefits of the Merger to the holders of Frankfort First Common Stock or to First Federal’s members or the fundamental structure of the mid-tier holding company in the Reorganization.

Appears in 4 contracts

Samples: Agreement of Merger (Kentucky First Federal Bancorp), Agreement of Merger (Frankfort First Bancorp Inc), Agreement of Merger (Kentucky First Federal Bancorp)

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Alternative Structure. Notwithstanding anything in this Agreement to the contrary, First Federal may specify (subject to Frankfort First’s 's approval, which shall not be unreasonably withheld) that any of its or MHC’s 's direct or indirect subsidiaries, and Frankfort First and any of its direct or indirect subsidiaries shall enter into transactions other than those described in this Article II, in order to effect the purposes of this Agreement, and First Federal and Frankfort First shall take all action necessary and appropriate to effect, or cause to be affected, such transactions; provided, however, that (i) other than a change in structure required by a regulatory agency having jurisdiction over the transactions contemplated by this Agreement, no such specification shall materially and adversely affect the timing of the consummation of the transactions contemplated herein; or (ii) no such specifications shall materially and adversely affect the tax effect or economic benefits of the Merger to the holders of Frankfort First Common Stock or to First Federal’s 's members or the fundamental structure of the mid-tier holding company in the Reorganization.

Appears in 2 contracts

Samples: Agreement of Merger (Frankfort First Bancorp Inc), Agreement of Merger (Kentucky First Federal Bancorp)

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Alternative Structure. Notwithstanding anything in this Agreement --------------------- to the contrary, First Federal may specify (subject to Frankfort First’s 's approval, which shall not be unreasonably withheld) that any of its or MHC’s 's direct or indirect subsidiaries, and Frankfort First and any of its direct or indirect subsidiaries shall enter into transactions other than those described in this Article II, in order to effect the purposes of this Agreement, and First Federal and Frankfort First shall take all action necessary and appropriate to effect, or cause to be affected, such transactions; provided, however, that (i) other than a change in structure required by a regulatory agency having jurisdiction over the transactions contemplated by this Agreement, no such specification shall materially and adversely affect the timing of the consummation of the transactions contemplated herein; or (ii) no such specifications shall materially and adversely affect the tax effect or economic benefits of the Merger to the holders of Frankfort First Common Stock or to First Federal’s 's members or the fundamental structure of the mid-tier holding company in the Reorganization.

Appears in 1 contract

Samples: Agreement of Merger (Frankfort First Bancorp Inc)

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