Denial of Regulatory Approval. If the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated hereby is denied by final, nonappealable action of such Governmental Authority; provided that the right to terminate this Agreement under this Section 8.1(d) shall not be available to any party whose failure to comply with any provision of this Agreement has been the cause of, or materially contributed to, the foregoing.
Denial of Regulatory Approval. By Parent or Purchaser on or after the date that at least one Required Governmental Approval in respect of each Remaining Target Business Segment has been subject to a written denial by action of each relevant Government Authority at least 60 days prior to such date and all avenues of appeal, if any, for each such Required Governmental Approval have been exhausted; provided, however, that the right to terminate this Agreement under this Section 9.1(d) shall not be available to any Party if such Party is in material breach of its representations, warranties, agreements and covenants hereunder at the time it seeks to terminate this Agreement under this Section 9.1(d).
Denial of Regulatory Approval. By either the Sellers’ Representative or the Purchasers’ Representative, by giving written notice of such termination to the other party if (i) (A) any Minimum Required Approval is denied by final, nonappealable action of the relevant Government Authority or (B) a Government Authority imposes a Burdensome Condition on the grant of any Minimum Required Approval and the imposition of such Burdensome Condition is final and nonappealable, or (ii) any Government Authority of competent jurisdiction has enacted, issued, promulgated, enforced or entered any Law or final, non-appealable Government Order that is in effect and prohibits or makes illegal the consummation of the transactions contemplated hereby; provided, however, that the right to effect a termination of this Agreement under this Section 9.1(c) (Termination of this Agreement) shall not be available to a party that is then in material breach of its representations, warranties, agreements or covenants hereunder;
Denial of Regulatory Approval. If any regulatory application filed pursuant to Section 6.02 hereof should be finally denied or disapproved, and any Requisite Regulatory Approval not obtained, then this Agreement thereupon shall be deemed terminated and canceled; provided, however, that a request for additional information or undertaking by Mercantile or Mercantile Sub, as a condition for approval, shall not be deemed to be a denial or disapproval so long as Mercantile or Mercantile Sub diligently provides the requested information or undertaking. In the event an application is denied pending an appeal, petition for review or similar such act on the part of Mercantile or Mercantile Sub (hereinafter referred to as the “Appeal”), then the application will be deemed denied unless Mercantile prepares and timely files and continues to pursue an Appeal seeking the necessary approval.
Denial of Regulatory Approval. If the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated hereby is denied by final, nonappealable action of such Governmental Authority.
Denial of Regulatory Approval. If any regulatory application filed pursuant to Section 5.01 hereof should be finally denied or disapproved by a regulatory authority, then this Agreement thereupon shall be deemed terminated and canceled; provided, however, that a request for additional information or undertaking by First Banks, as a condition for approval, shall not be deemed to be a denial or disapproval so long as First Banks diligently provides the requested information or undertaking. In the event an application is denied pending an appeal, petition for review or similar such act on the part of First Banks (hereinafter referred to as the "Appeal"), then the application will be deemed denied unless First Banks prepares and timely files an Appeal and continues the appellate process for purposes of obtaining the necessary approval.
Denial of Regulatory Approval. If any regulatory application filed pursuant to Section 6.01 of this Agreement should be finally denied or disapproved by a bank regulatory authority, then this Agreement thereupon shall be deemed terminated and canceled; provided, however, that a request for additional information from or undertaking by Buyer, as a condition for approval, shall not be deemed to be a denial or disapproval so long as Buyer diligently provides the requested information or undertaking. Buyer shall make a good faith effort to respond in a timely manner to any requests made by regulatory authorities with respect to applications filed pursuant to Section 6.01. If any regulatory agency requests that a required application be withdrawn and Buyer, in consultation with Seller, cannot effectively respond to regulatory concerns which have been raised, then the applicable regulatory application shall be deemed to have been denied. In the event an application is denied pending an appeal, petition for review, or similar such act on the part of Buyer (hereinafter referred to as the “appeal”), then the application will be deemed denied unless Buyer prepares and timely files such appeal and continues the appellate process for purposes of obtaining the necessary approval.
Denial of Regulatory Approval. (A) If any Governmental Authority of competent jurisdiction has enacted, issued, promulgated, enforced or entered any Law or final, nonappealable Order which is in effect and prohibits or makes illegal the consummation of the Transactions or (B) any Requisite Regulatory Approval is denied by final, nonappealable action of the relevant Governmental Authority; provided, however, that the right to terminate this Agreement under this Section 8.01(b)(ii) shall not be available to any Party if such Party then is in material breach of its representations, warranties, agreements and covenants hereunder.
Denial of Regulatory Approval. By the Company or Acquirer if (1) any Governmental Authority of competent jurisdiction has enacted, issued, promulgated, enforced or entered any Law or final, nonappealable Order which is in effect and prohibits consummation of the Merger or any of the other transactions contemplated hereby, (2) any Law or Order shall have been enacted, entered, promulgated or enforced by any Governmental Authority which prohibits or makes illegal the consummation of the Merger or any of the other transactions contemplated hereby, or (3) any Requisite Regulatory Approval is denied by final, nonappealable action of the relevant Governmental Authority unless the failure to obtain a Requisite Regulatory Approval shall be due to the failure of the party seeking to terminate this Agreement to perform or observe the covenants and agreements of such party set forth herein.
Denial of Regulatory Approval. If any regulatory application filed pursuant to this Agreement should be finally denied or disapproved by the respective regulatory authority, then this Agreement thereupon will be deemed terminated and canceled; provided, however, that a request for additional information from, or undertakings by, the applicant, as a condition for