Conduct of Businesses Prior to the Effective Time. During the period from the date of this Agreement to the Effective Time, (a) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, (i) conduct its business in the ordinary course consistent with past practice in all material respects and (ii) use commercially reasonable efforts to maintain and preserve intact its business organization and advantageous business relationships, and (b) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, take no action that is intended to or would reasonably be expected to adversely affect or materially delay the ability of either Company or Purchaser to perform its covenants and agreements under this Agreement or to consummate the transactions contemplated hereby.
Appears in 5 contracts
Samples: Merger Agreement (Emclaire Financial Corp), Merger Agreement (Emclaire Financial Corp), Merger Agreement (Farmers National Banc Corp /Oh/)
Conduct of Businesses Prior to the Effective Time. During the period from the date of this Agreement to the Effective Time, (ai) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, (ia) conduct its business in the ordinary course consistent with past practice in all material respects and (iib) use commercially reasonable efforts to maintain and preserve intact its business organization and advantageous business relationships, and (bii) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, take no action that is intended to or would reasonably be expected to adversely affect or materially delay the ability of either Company or Purchaser to perform its covenants and agreements under this Agreement or to consummate the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Farmers National Banc Corp /Oh/), Merger Agreement (Farmers National Banc Corp /Oh/)
Conduct of Businesses Prior to the Effective Time. During Except as Previously Disclosed, during the period from the date of this Agreement to the Effective Time, (ai) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, (ia) conduct its business in the ordinary course consistent with past practice in all material respects and (iib) use commercially reasonable efforts to maintain and preserve intact its business organization and advantageous business relationships, and (bii) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, take no action that is intended to or would reasonably be expected to adversely affect or materially delay the ability of either Company or Purchaser to perform its covenants and agreements under this Agreement or to consummate the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Huntington Bancshares Inc/Md), Merger Agreement (Camco Financial Corp)
Conduct of Businesses Prior to the Effective Time. During the period from the date of this Agreement to the Effective Time, (a) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, (i) conduct its business in the ordinary course consistent with past practice in all material respects respects, and (ii) use commercially reasonable efforts to maintain and preserve intact its business organization and advantageous business relationships, and (b) each of Company and Purchaser shall, and shall cause each of its respective Subsidiaries to, take no action that is intended to or would reasonably be expected to adversely affect or materially delay the ability of either Company or Purchaser to perform its covenants and agreements under this Agreement or to consummate the transactions contemplated hereby.
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