Common use of Approvals; Authority Clause in Contracts

Approvals; Authority. (a) SNB has full corporate power and authority to execute and deliver this Agreement (and any related documents), and SNB and each of its Subsidiaries has full legal capacity, power and authority to perform their respective obligations hereunder and thereunder and to consummate the contemplated transactions. (b) The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly, validly and unanimously approved by the Board of Directors of SNB. The Board of Directors of SNB has determined that this Agreement and the transactions contemplated hereby are advisable and in the best interests of SNB and its shareholders, and has directed that the Agreement be submitted to SNB’s shareholders for approval and adoption. Except for the approval of the shareholders of SNB, no further actions or corporate proceedings on the part of SNB are necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by SNB and is a duly authorized, valid, legally binding agreement of SNB enforceable against SNB in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors’ rights generally and general equitable principles.

Appears in 1 contract

Samples: Merger Agreement (SNB Bancshares Inc)

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Approvals; Authority. (a) SNB The Company has full corporate power and authority to execute and deliver this Agreement (and any related documents), and SNB the Company and each of its Subsidiaries has full legal capacity, power and authority to perform their respective obligations hereunder and thereunder and to consummate the contemplated transactions. (b) The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly, validly and unanimously approved by the Board of Directors of SNBthe Company. The Board of Directors of SNB the Company has determined that this Agreement and the transactions contemplated hereby are advisable and in the best interests of SNB the Company and its shareholders, and has directed that the Agreement be submitted to SNBthe Company’s shareholders for approval and adoption. Except for the approval of the shareholders of SNBthe Company, no further actions or corporate proceedings on the part of SNB the Company are necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by SNB the Company and is a duly authorized, valid, legally binding agreement of SNB the Company enforceable against SNB the Company in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors’ rights generally and general equitable principles.

Appears in 1 contract

Samples: Merger Agreement (Prosperity Bancshares Inc)

Approvals; Authority. (a) SNB The Company has full corporate power and authority to execute and deliver this Agreement (and any related documents), and SNB including documents to effect the Bank Merger, and each of its Subsidiaries the Company and the Bank has full legal capacity, power and authority to perform their respective obligations hereunder and thereunder and to consummate the transactions contemplated transactionsby this Agreement. (b) The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly, validly and unanimously approved by the Board of Directors of SNBCompany Board. The Company Board of Directors of SNB has determined that this Agreement and the transactions contemplated hereby are advisable and in the best interests of SNB the Company and its shareholders, and has directed that the Agreement be submitted to SNBthe Company’s shareholders for approval and adoption. Except for the approval of the shareholders of SNBthe Company, no further actions or corporate proceedings on the part of SNB the Company are necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by SNB the Company and is a duly authorized, valid, legally binding agreement of SNB the Company enforceable against SNB the Company in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors’ rights generally and general equitable principles.

Appears in 1 contract

Samples: Merger Agreement (Prosperity Bancshares Inc)

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Approvals; Authority. (a) SNB The Bank has full corporate power and authority to execute and deliver this Agreement (and any related documents), and SNB and each of its Subsidiaries the Bank has full legal capacity, power and authority to perform their respective its obligations hereunder and thereunder and to consummate the contemplated transactions. (b) The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly, validly and unanimously approved by the Board of Directors of SNBthe Bank. The Board of Directors of SNB the Bank has determined that this Agreement and the transactions contemplated hereby are advisable and in the best interests of SNB the Bank and its shareholders, and has directed that the Agreement be submitted to SNB’s the Bank's shareholders for approval and adoption. Except for the approval of the shareholders of SNBthe Bank, no further actions or corporate proceedings on the part of SNB the Bank are necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by SNB the Bank and is a duly authorized, valid, legally binding agreement of SNB the Bank enforceable against SNB the Bank in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors' rights generally and general equitable principles.

Appears in 1 contract

Samples: Merger Agreement (Prosperity Bancshares Inc)

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