Common use of Authorization of Agreement; No Conflicts Clause in Contracts

Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and the Merger Agreement by Tehama, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of Tehama, subject only to the approval of this Agreement, the Merger Agreement and the Merger by Tehama's shareholders. This Agreement has been duly executed and delivered by Tehama and constitutes a legal, valid and binding obligation of Tehama, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles. The Merger Agreement, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement in accordance with the applicable provisions of the California Corporations Code, will constitute a legal, valid and binding obligation of Tehama, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Merger (Tehama Bancorp), Agreement and Plan of Reorganization and Merger (Humboldt Bancorp)

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Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and the Merger Agreement by TehamaBMC, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of TehamaBMC, subject only to the approval of this Agreement, the Merger Agreement and the Merger by Tehama's BMC’s shareholders. This Agreement has been duly executed and delivered by Tehama BMC and constitutes a legal, valid and binding obligation of TehamaBMC, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles. The Merger Agreement, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement in accordance with the applicable provisions of the California Corporations Code and the California Financial Code, will constitute a legal, valid and binding obligation of TehamaBMC, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles.

Appears in 1 contract

Samples: Plan of Reorganization (Central Valley Community Bancorp)

Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and the Merger Agreement by TehamaAuburn, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of TehamaAuburn, subject only to the approval of this Agreement, the Merger Agreement and the Merger by Tehama's Auburn’s shareholders. This Agreement has been duly executed and delivered by Tehama Auburn and constitutes a legal, valid and binding obligation of TehamaAuburn, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles. The Merger Agreement, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement in accordance with the applicable provisions of the California Corporations Code, will constitute a legal, valid and binding obligation of TehamaAuburn, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Western Sierra Bancorp)

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Authorization of Agreement; No Conflicts. 3.4.1 4.4.1 The execution and delivery of this Agreement and the Merger Agreement by Tehama, Agreements and the consummation of the transactions contemplated hereby and thereby, thereby have been duly authorized by all necessary corporate action on the part parts of Tehama, subject only to the approval of this Agreement, the Merger Agreement BANCORP and the Merger by Tehama's shareholdersBANK. This Agreement has been duly executed and delivered by Tehama BANCORP and BANK and constitutes a legal, valid and binding obligation of TehamaBANCORP and BANK, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles. The Merger AgreementAgreements, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement Agreements in accordance with the applicable provisions of the California Corporations Code, will constitute a legal, valid and binding obligation of TehamaBANK and BANCORP, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and or by general equitable principles.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Humboldt Bancorp)

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