Common use of Current Information Clause in Contracts

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Subsidiaries or the Fox Chase Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Subsidiary or Fox Chase Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest and Fox Chase shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase and the Fox Chase Subsidiaries, in accordance with applicable law, and Fox Chase shall give due consideration to Univest’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest nor any Univest Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase or any Fox Chase Subsidiary prior to the Effective Time; provided, however, that neither Univest nor Fox Chase shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Univest Corp of Pennsylvania), Agreement and Plan of Merger (Fox Chase Bancorp Inc)

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Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Mid Penn Subsidiaries or the Fox Chase William Penn Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Mid Penn Subsidiary or Fox Chase William Penn Subsidiary, as applicable. Without limiting the foregoing, senior executive officers of Univest Mid Penn and Fox Chase William Penn shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase William Penn and the Fox Chase William Penn Subsidiaries and of Mid Penn and the Mid Penn Subsidiaries, in accordance with applicable law, and Fox Chase William Penn shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase William Penn or any Fox Chase William Penn Subsidiary prior to the Effective Time; provided, however, that neither Univest Mid Penn nor Fox Chase William Penn shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (William Penn Bancorporation), Agreement and Plan of Merger (Mid Penn Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Mid Penn Subsidiaries or the Fox Chase First Priority Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Mid Penn Subsidiary or Fox Chase First Priority Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Mid Penn and Fox Chase First Priority shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase First Priority and the Fox Chase First Priority Subsidiaries and of Mid Penn and the Mid Penn Subsidiaries, in accordance with applicable law, and Fox Chase First Priority shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase First Priority or any Fox Chase First Priority Subsidiary prior to the Effective Time; provided, however, that neither Univest Mid Penn nor Fox Chase First Priority shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Priority Financial Corp.), Agreement and Plan of Merger (Mid Penn Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Mid Penn Subsidiaries or the Fox Chase Phoenix Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Mid Penn Subsidiary or Fox Chase Phoenix Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Mid Penn and Fox Chase Phoenix shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Phoenix and the Fox Chase Phoenix Subsidiaries, in accordance with applicable law, and Fox Chase Phoenix shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase Phoenix or any Fox Chase Phoenix Subsidiary prior to the Effective Time; provided. Provided, however, that neither Univest Mid Penn nor Fox Chase Phoenix shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mid Penn Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Mid Penn Subsidiaries or the Fox Chase Brunswick Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Mid Penn Subsidiary or Fox Chase Brunswick Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Mid Penn and Fox Chase Brunswick shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Brunswick and the Fox Chase Brunswick Subsidiaries and of Mid Penn and the Mid Penn Subsidiaries, in accordance with applicable law, and Fox Chase Brunswick shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase Brunswick or any Fox Chase Brunswick Subsidiary prior to the Effective Time; , provided, however, that neither Univest Mid Penn nor Fox Chase Brunswick shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel, or violate any regulatory confidentiality requirements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mid Penn Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Mid Penn Subsidiaries or the Fox Chase Riverview Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Mid Penn Subsidiary or Fox Chase Riverview Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Mid Penn and Fox Chase Riverview shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Riverview and the Fox Chase Riverview Subsidiaries and of Mid Penn and the Mid Penn Subsidiaries, in accordance with applicable law, and Fox Chase Riverview shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase Riverview or any Fox Chase Riverview Subsidiary prior to the Effective Time; provided, however, that neither Univest Mid Penn nor Fox Chase Riverview shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mid Penn Bancorp Inc)

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Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Penns Xxxxx Subsidiaries or the Fox Chase Luzerne Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Penns Xxxxx Subsidiary or Fox Chase Luzerne Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Penns Xxxxx and Fox Chase Luzerne shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Luzerne and the Fox Chase Luzerne Subsidiaries, in accordance with applicable law, and Fox Chase Luzerne shall give due consideration to Univest’s Penns Xxxxx’ input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Penns Xxxxx nor any Univest Penns Xxxxx Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase Luzerne or any Fox Chase Luzerne Subsidiary prior to the Effective Time; provided. Provided, however, that neither Univest Penns Xxxxx nor Fox Chase Luzerne shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Penns Woods Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Subsidiaries or the Fox Chase Mid Penn Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Subsidiary or Fox Chase Mid Penn Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest Mid Penn and Fox Chase Scottdale shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Scottdale and of Mid Penn and the Fox Chase Mid Penn Subsidiaries, in accordance with applicable law, and Fox Chase Scottdale shall give due consideration to UnivestMid Penn’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest Mid Penn nor any Univest Mid Penn Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase or any Fox Chase Subsidiary Scottdale prior to the Effective Time; provided, however, that neither Univest Mid Penn nor Fox Chase Scottdale shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mid Penn Bancorp Inc)

Current Information. (a) During the period from the date of this Agreement to the Effective Time, each party will cause one or more of its representatives to confer with representatives of the other party and report the general status of its ongoing operations at such times as the other party may reasonably request. Each party will promptly notify the other party of any material change in the normal course of its business or in the operation of the properties of such party or the Univest Subsidiaries or the Fox Chase Valley Green Subsidiaries, as applicable, and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving such party or any Univest Subsidiary or Fox Chase Valley Green Subsidiary, as applicable. Without limiting the foregoing, senior officers of Univest and Fox Chase Valley Green shall confer at the reasonable request of the other, and shall meet on a reasonably regular basis, to review the financial and operational affairs of Fox Chase Valley Green and the Fox Chase Valley Green Subsidiaries, in accordance with applicable law, and Fox Chase Valley Green shall give due consideration to Univest’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither Univest nor any Univest Subsidiary shall, under any circumstance, be permitted to exercise control of Fox Chase Valley Green or any Fox Chase Valley Green Subsidiary prior to the Effective Time; provided, however, that neither Univest nor Fox Chase Valley Green shall be required to take any action that would provide access to or disclose information where such access or disclosure would, in such disclosing party’s reasonable judgment, violate or prejudice the rights, business interests, or confidences of any customer or other person or would result in the waiver by such disclosing party of the privilege protecting communications between such disclosing party and any of its legal counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Univest Corp of Pennsylvania)

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