Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation or Order enacted, entered, enforced or deemed applicable to the Merger, by any Governmental Authority which imposes any condition or restriction upon the Company, the Merger Sub or the Seller or their respective subsidiaries (or the Surviving Corporation after the Effective Time), which would materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the Merger.
Appears in 3 contracts
Samples: Merger Agreement (First Indiana Corp), Merger Agreement (Marshall & Ilsley Corp/Wi/), Merger Agreement (Marshall & Ilsley Corp/Wi/)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation regulation, order or Order decree enacted, entered, enforced or deemed applicable to the Merger, Merger by any Governmental Authority which Entity of competent jurisdiction which, in connection with the grant of a Requisite Regulatory Approval or otherwise, imposes any condition or restriction upon the Company, the Merger Sub or the Seller or their respective subsidiaries (or the Surviving Corporation or its Subsidiaries which would reasonably be expected to have a material adverse effect after the Effective Time)Time on the present or prospective consolidated financial condition, which would materially adversely impact the economic business or business benefits operating results of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the MergerSurviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (J P Morgan Chase & Co), Merger Agreement (Walden Vc Ii L P), Merger Agreement (Venture Packaging Inc)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation or Order enacted, entered, enforced or deemed applicable to the Merger, by any Governmental Authority which imposes any condition or restriction upon the Company, the Merger Sub Company or the Seller or their respective subsidiaries (or the Surviving Corporation or its subsidiaries after the Effective Time), which would materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Marshall & Ilsley Corp/Wi/), Merger Agreement (United Heritage Bankshares of Florida Inc)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation regulation, order or Order decree enacted, entered, enforced or deemed applicable to the Merger, Merger by any Federal or state Governmental Authority which Entity which, in connection with the grant of a Requisite Regulatory Approval or otherwise, imposes any condition or restriction (a "Burdensome Condition") upon the Company, the Merger Sub or the Seller or their respective subsidiaries (or the Surviving Corporation or its Subsidiaries which would reasonably be expected to have a material adverse effect after the Effective Time)Time on the present or prospective consolidated financial condition, which would materially adversely impact the economic business or business benefits operating results of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the MergerSurviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Chase Manhattan Corp /De/), Merger Agreement (Morgan J P & Co Inc)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation or Order order enacted, entered, enforced or deemed applicable to the Merger, by any Governmental Authority which Entity which, in connection with the grant of a Requisite Regulatory Approval, imposes any condition or restriction upon the CompanyParent or its Subsidiaries, the Merger Sub or the Seller or their respective subsidiaries (Company or the Surviving Corporation after the Effective Time), which that would so materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Mainsource Financial Group), Merger Agreement (Premier Financial Bancorp Inc)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation regulation, order or Order decree enacted, entered, enforced or deemed applicable to the Merger, Transaction by any Governmental Authority which Entity of competent jurisdiction that, in connection with the grant of a Requisite Regulatory Approval or otherwise, imposes any condition or restriction upon the Company, the Merger Sub Holdco or the Seller or their respective subsidiaries (or the Surviving Corporation its Subsidiaries that would reasonably be expected to have a material adverse effect after the Effective Time)Closing on the present or prospective consolidated financial condition, which would materially adversely impact the economic business or business benefits operating results of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the MergerHoldco.
Appears in 2 contracts
Samples: Combination Agreement (Hexion Specialty Chemicals, Inc.), Combination Agreement (Momentive Performance Materials Inc.)
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation or Order order enacted, entered, enforced or deemed applicable to the Mergertransactions contemplated by this Agreement, by any Governmental Authority Entity, in connection with the grant of a Requisite Regulatory Approval or otherwise, which imposes any restriction or condition which would be reasonably likely to have or restriction upon the Company, the Merger Sub or the Seller or their respective subsidiaries (or result in a Material Adverse Effect on the Surviving Corporation after the Effective Time), which would materially adversely impact the economic Company or business benefits of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the MergerXxxxxx County.
Appears in 1 contract
Burdensome Condition. There shall not be any action taken, or any statute, rule, regulation or Order order enacted, entered, enforced or deemed applicable to the Merger, by any federal or state Governmental Authority which imposes any condition or restriction upon Entity which, in connection with the Companygrant of a Requisite Regulatory Approval, the Merger Sub or the Seller or their respective subsidiaries (or would be reasonably likely to result in a Material Adverse Effect with respect to the Surviving Corporation after the Effective Time), which would materially adversely impact the economic or business benefits of the transactions contemplated by this Agreement in such a manner as to render inadvisable the consummation of the MergerCorporation.
Appears in 1 contract
Samples: Merger Agreement (Medical Imaging Centers of America Inc)