Common use of Certain Filings, Consents and Arrangements Clause in Contracts

Certain Filings, Consents and Arrangements. The parties hereto shall cooperate with each other and use their commercially reasonable efforts to promptly prepare and file all necessary documentation, to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate the transactions contemplated by this Agreement (including without limitation the Merger). Crestar and SunTrust shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, all the information relating to Crestar or SunTrust, as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto shall act reasonably and as promptly as practicable. The parties hereto agree that they will consult with each other with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the other apprised of the status of matters relating to completion of the transactions contemplated herein. SunTrust and Crestar shall promptly furnish each other with copies of written communications received by SunTrust or Crestar, as the case may be, or any of their respective Subsidiaries, affiliates or associates from, or delivered by any of the foregoing to, any Governmental Entity in respect of the transactions contemplated hereby.

Certain Filings, Consents and Arrangements. (a) The parties hereto shall cooperate with each other and use their commercially reasonable efforts to promptly prepare and file all necessary documentation, to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate the transactions contemplated by this Agreement (including without limitation the Merger). Crestar Target and SunTrust Parent shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, all the information relating to Crestar Target Parties or SunTrustParent, as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto shall act reasonably and as promptly as practicable. The parties hereto agree that they will consult with each other with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the other apprised of the status of matters relating to completion of the transactions contemplated herein. SunTrust Parent and Crestar Target shall promptly furnish each other with copies of written communications received by SunTrust Parent or CrestarTarget Parties, as the case may be, or any of their respective Subsidiaries, affiliates Subsidiaries or associates Affiliates from, or delivered by any of the foregoing to, any Governmental Entity in respect of the transactions contemplated hereby. (b) Parent and Target shall (i) as promptly as practicable after the date hereof, with each of Parent and Target using their commercially reasonable efforts to make a prompt filing, make such filings as may be required by the HSR Act with respect to the transactions contemplated hereby, (ii) respond promptly to inquiries from the Department of Justice and the Federal Trade Commission in connection with such filings, (iii) file or cause to be filed as promptly as practicable with the Department of Justice and Federal Trade Commission any supplemental information that may be requested pursuant to the HSR Act, and (iv) seek the earliest possible termination or waiver of the waiting period under such statute. Each of Parent and Target shall promptly inform each other of any material communication made to, or received by such party from, the Federal Trade Commission, the Antitrust Division of the Department of Justice or any other Governmental Authority. (c) Notwithstanding anything in this Section 5.5, Parent shall not be obligated to consent to or approve any Burdensome Condition.

Certain Filings, Consents and Arrangements. The parties hereto SBI shall cooperate with each other and use their commercially ------------------------------------------ all reasonable efforts to promptly prepare and file obtain all necessary documentation, approvals required to effect all applications, notices, petitions and filings, and be obtained by SBI to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate carry out the transactions contemplated by this Agreement (and to consummate the Share Exchange. BSC shall cooperate with SBI in connection therewith, including without limitation the Merger). Crestar and SunTrust shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, furnishing all the information relating to Crestar or SunTrust, concerning BSC as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity be reasonably requested by SBI in connection with any such action. BSC shall use all reasonable efforts to obtain all necessary approvals required to be obtained by BSC to carry out the transactions contemplated by this AgreementAgreement and to consummate the Share Exchange. In exercising the foregoing rightSBI shall cooperate with BSC in connection therewith, each of the parties hereto shall act including without limitation furnishing all information concerning SBI as may be reasonably and as promptly as practicablerequested by BSC in connection with any such action. The parties hereto agree that they Each party will consult with each the other party with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities governmental authorities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the other party apprised of the status of matters relating to completion of the transactions contemplated hereinhereby. SunTrust and Crestar Each party shall promptly furnish each the other party with copies of written communications received by SunTrust or Crestar, as the case may be, or applications to any of their respective Subsidiaries, affiliates or associates from, or delivered by any of the foregoing to, any Governmental Entity governmental authority in respect of the transactions contemplated hereby.

Certain Filings, Consents and Arrangements. The parties hereto shall cooperate with each other and use their commercially reasonable efforts to promptly prepare and file all necessary documentation, to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate the transactions contemplated by this Agreement (including without limitation the Merger). Crestar and SunTrust shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, all the information relating to Crestar or SunTrust, as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity in connection with the transactions contemplated by this Agreement. In exercising the foregoing right, each of the parties hereto shall act reasonably and as promptly as practicable. The parties hereto agree that they will consult with each other with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities necessary or advisable to consummate the transactions contemplated by this Agreement and each party will keep the other apprised of the status of matters relating to completion of the transactions contemplated herein. SunTrust and Crestar shall promptly furnish each other with copies of written communications received by SunTrust or Crestar, as the case may be, or any of their respective Subsidiaries, affiliates or associates from, or delivered by any of the foregoing to, any Governmental Entity in respect of the transactions contemplated hereby.. 5.8 State Takeover Statutes. Crestar shall take all reasonable steps to (i) exempt Crestar and the Merger from the requirements of any state takeover law by action of Crestar's Board of Directors or otherwise and (ii) upon the request of SunTrust, assist in any challenge by SunTrust to the applicability to the Merger of any state takeover law. 25 27 5.9

Certain Filings, Consents and Arrangements. The parties hereto SBI shall cooperate with each other and ------------------------------------------ use their commercially all reasonable efforts to promptly prepare and file obtain all necessary documentation, approvals required to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate carry out the transactions contemplated by this Agreement (and to consummate the Merger. Bank shall cooperate with SBI in connection therewith, including without limitation furnishing all information concerning Bank as may be reasonably requested by SBI in connection with any such action. SBI shall use all reasonable efforts to provide, five (5) days prior to submission, Bank with copies of all material applications, notices, petitions or other filings or submissions prepared by SBI in connection with consummation of the Merger). Crestar and SunTrust shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, all the information relating to Crestar or SunTrust, as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity Any comments timely received by SBI from Bank in connection with the transactions contemplated by this Agreementforegoing will be reviewed and considered in good faith, but SBI shall not be bound to comply with the recommendations set forth in such comments. In exercising the foregoing right, each of the parties hereto shall act reasonably and as promptly as practicable. The parties hereto agree that they SBI will consult with each other Bank with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities governmental authorities necessary or advisable to consummate the transactions contemplated by this Agreement and each party SBI will keep the other Bank apprised of the status of matters relating to completion of the transactions contemplated hereinhereby. SunTrust and Crestar SBI shall promptly furnish each other Bank with copies of written communications received by SunTrust or Crestar, as the case may be, or applications to any of their respective Subsidiaries, affiliates or associates from, or delivered by any of the foregoing to, any Governmental Entity governmental authority in respect of the transactions contemplated hereby.

Certain Filings, Consents and Arrangements. The parties hereto SBI shall cooperate with each other and ------------------------------------------ use their commercially all reasonable efforts to promptly prepare and file obtain all necessary documentation, approvals required to effect all applications, notices, petitions and filings, and to obtain as promptly as practicable all permits, consents, approvals and authorizations of all third parties and Governmental Entities which are necessary or advisable to consummate carry out the transactions contemplated by this Agreement (and to consummate the Merger. Cardinal and FANBP shall cooperate with SBI in connection therewith, including without limitation furnishing all information concerning Cardinal or FANBP as may be reasonably requested by SBI in connection with any such action. SBI shall use all reasonable efforts to provide, five (5) days prior to submission, Cardinal with copies of all material applications, notices, petitions or other filings or submissions prepared by SBI in connection with consummation of the Merger). Crestar and SunTrust shall have the right to review in advance, and to the extent practicable each will consult the other on, in each case subject to applicable laws relating to the exchange of information, all the information relating to Crestar or SunTrust, as the case may be, and any of their respective Subsidiaries, which appears in any filing made with, or written materials submitted to, any third party or any Governmental Entity Any comments timely received by SBI from Cardinal in connection with the transactions contemplated by this Agreementforegoing will be reviewed and considered in good faith, but SBI shall not be bound to comply with the recommendations set forth in such comments. In exercising the foregoing right, each of the parties hereto shall act reasonably and as promptly as practicable. The parties hereto agree that they SBI will consult with each other Cardinal with respect to the obtaining of all permits, consents, approvals and authorizations of all third parties and Governmental Entities governmental authorities necessary or advisable to consummate the transactions contemplated by this Agreement and each party SBI will keep the other Cardinal apprised of the status of matters relating to completion of the transactions contemplated hereinhereby. SunTrust and Crestar SBI shall promptly furnish each other Cardinal with copies of written communications received by SunTrust or Crestar, as the case may be, or applications to any of their respective Subsidiaries, affiliates or associates from, or delivered by any of the foregoing to, any Governmental Entity governmental authority in respect of the transactions contemplated hereby.