Certain Notifications Until Closing. From the Signing Date until the Closing, the Company shall promptly notify Treasury of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b) shall not limit or affect any rights of or remedies available to Treasury.
Appears in 57 contracts
Samples: Assignment and Assumption Agreement (Veritex Holdings, Inc.), Securities Purchase Agreement (Sunshine Bancorp, Inc.), Securities Purchase Agreement (Live Oak Bancshares, Inc.)
Certain Notifications Until Closing. From the Signing Date until the Closing, the Company shall promptly notify Treasury the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b4.1(b) shall not limit or affect any rights of or remedies available to Treasurythe Investor.
Appears in 15 contracts
Samples: Securities Purchase Agreement (Security Federal Corp), Letter Agreement, Exchange Agreement
Certain Notifications Until Closing. From the Signing Date until the Closing, the Company shall promptly notify Treasury the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b4.1(c) shall not limit or affect any rights of or remedies available to Treasurythe Investor.
Appears in 3 contracts
Samples: Letter Agreement, Securities Purchase Agreement, Securities Purchase Agreement
Certain Notifications Until Closing. From the Signing Date date of this Agreement until the Closing, the Company shall promptly notify Treasury the Investor of (i) any fact, event or circumstance of which it is aware and which would be reasonably be expected likely to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company it is aware and which, individually or in the aggregate, has had or would be reasonably be expected likely to have a Company Material Adverse Effect; provided, however, provided that delivery of any notice pursuant to this Section 3.1(b) 3.09 shall not limit or affect any rights of or remedies available to Treasurythe Investor.
Appears in 1 contract
Samples: Exchange Agreement (Citigroup Inc)
Certain Notifications Until Closing. From the Signing Date date of this Agreement until the Closing, the Company shall promptly notify Treasury the Investor of (i) any fact, event or circumstance of which it is aware and which would be reasonably be expected likely to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company it is aware and which, individually or in the aggregate, has had or would be reasonably be expected likely to have a Company Material Adverse Effect; provided, however, provided that delivery of any notice pursuant to this Section 3.1(b) 3.08 shall not limit or affect any rights of or remedies available to Treasurythe Investor.
Appears in 1 contract
Samples: Exchange Agreement (Citigroup Inc)
Certain Notifications Until Closing. From the Signing Date date hereof until the Closing, the Company shall promptly notify Treasury the Investor of (ia) any fact, event or circumstance of which it is aware and which would reasonably be expected likely to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (iib) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected likely to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b) 4.4 shall not limit or affect any rights of or remedies available to Treasurythe Investor.
Appears in 1 contract
Certain Notifications Until Closing. From the Signing Date until the Closing, the Company shall promptly notify Treasury the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b4.1(b) shall not limit or affect any rights of or remedies available to Treasury.the Investor. UST Sequence No. 511
Appears in 1 contract
Certain Notifications Until Closing. From the Signing Date date hereof until the Closing, the Company shall promptly notify Treasury the Purchasers of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosedprovided in the Disclosure Documents, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.1(b) 9(B).5 shall not limit or affect any rights of or remedies available to Treasurythe Purchasers.
Appears in 1 contract