Common use of Consents and Regulatory Approvals Clause in Contracts

Consents and Regulatory Approvals. (i) No consents or approvals of, or filings or registrations with, any Governmental Authority or with any third party are required to be made or obtained by NWBI or any of its Subsidiaries in connection with the execution, delivery or performance by NWBI of this Agreement or the consummation of the transactions contemplated hereby, including the Merger, except for (A) the filings of applications, waivers or notices, as applicable, with Regulatory Authorities to approve the transactions contemplated by the Agreement, (B) the filing of the Registration Statement, (C) the filing of the articles of merger with the SDAT pursuant to the MGCL and statement of merger with the PADOS pursuant to the PABCL, and filing the Subsidiary Bank Merger Certificates, (D) any approvals and notices required with respect to the NWBI Common Stock to be issued as part of the Merger Consideration under the rules of NASDAQ and (E) the receipt of the approvals set forth in Section 7.01(b). (ii) As of the date hereof, NWBI is not aware of any reason why the approvals set forth in Section 7.01(b) will not be received without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Consents and Regulatory Approvals. (i) No consents or approvals of, or filings or registrations with, any Governmental Authority or with any third party are required to be made or obtained by NWBI City or any of its Subsidiaries in connection with the execution, delivery or performance by NWBI City of this Agreement or the consummation of the transactions contemplated hereby, including the Merger, except for (A) the filings of applications, waivers or notices, as applicable, with Regulatory Authorities to approve the transactions contemplated by the Agreement, (B) the filing of the Registration Statement, (C) Requisite Citizens Vote, (D) the filing of the articles of merger with the SDAT KSS pursuant to the MGCL KBCA and statement of merger with the PADOS WSS pursuant to the PABCLWVBC, and filing the Subsidiary Bank Merger CertificatesCertificate, (DE) any approvals and notices required with respect to the NWBI City Common Stock Shares to be issued as part of the Merger Consideration under the rules of NASDAQ and (Ef) the receipt of the approvals set forth in Section 7.01(b). (ii) As of the date hereof, NWBI City is not aware of any reason why the approvals set forth in Section 7.01(b) will not be received without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b). (iii) As of the date hereof, there is no dispute or other proceeding pending between City or City National Bank or any of their Subsidiaries and any community groups

Consents and Regulatory Approvals. (i) No consents or approvals of, or filings or registrations with, any Governmental Authority or with any third party are required to be made or obtained by NWBI Civista or any of its Subsidiaries in connection with the execution, delivery or performance by NWBI Civista of this Agreement or the consummation of the transactions contemplated hereby, including the Merger, except for (A) the filings of applications, waivers or notices, as applicable, with Regulatory Authorities to approve the transactions contemplated by the Agreement, (B) the filing of the Registration Statement, (C) Requisite Comunibanc Vote, (D) the filing of the articles of merger Parent Merger Certificate with the SDAT OSS pursuant to the MGCL and statement of merger with the PADOS pursuant to the PABCLOGCL, and filing the Subsidiary Bank Merger CertificatesCertificate with the OSS, (DE) any approvals and notices required with respect to the NWBI Civista Common Stock Shares to be issued as part of the Merger Consideration under the rules of NASDAQ and (Ef) the receipt of the approvals set forth in Section 7.01(b). (ii) As of the date hereof, NWBI Civista is not aware of any reason why the approvals set forth in Section 7.01(b) will not be received without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Consents and Regulatory Approvals. (i) No consents or approvals of, or filings or registrations with, any Governmental Authority or with any third party are required to be made or obtained by NWBI LCNB or any of its Subsidiaries in connection with the execution, delivery or performance by NWBI LCNB of this Agreement or the consummation of the transactions contemplated hereby, including the Merger, except for (A) the filings of applications, waivers or notices, as applicable, with Regulatory Authorities to approve the transactions contemplated by the Agreement, (B) the filing of the Registration Statement, (C) the Requisite EFBI Vote, (D) the filing of the certificate of merger with the OSS pursuant to the OGCL and articles of merger with the SDAT pursuant to the MGCL and statement of merger with the PADOS pursuant to the PABCLMGCL, and filing the Subsidiary Bank Merger Certificates, (DE) any approvals and notices required with respect to the NWBI LCNB Common Stock Shares to be issued as part of the Merger Aggregate Consideration under the rules of NASDAQ and (Ef) the receipt of the approvals set forth in Section 7.01(b). (ii) As of the date hereof, NWBI LCNB is not aware of any reason why the approvals set forth in Section 7.01(b) will not be received without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).