Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consents, the execution, delivery, and performance of this Agreement by SELLER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations or Bylaws of SELLER, under any judgment, decree, or order, under any law, rule, or regulation of any government or agency thereof, or under any contract, agreement, or instrument to which SELLER is subject, where such conflict, breach, violation, default, acceleration, or lien would have a material adverse effect on the Assets or SELLER’s ability to perform its obligations hereunder.
Appears in 2 contracts
Samples: Purchase and Assumption Agreement (Commercial Bancshares Inc \Oh\), Purchase and Assumption Agreement (Middlefield Banc Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consentsApprovals, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations or Bylaws of SELLERBUYER, under any judgment, decree, or order, under any law, rule, or regulation of any government or agency thereof, or under any material agreement, contract, agreement, or instrument to of which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, or lien would have a material adverse effect on the Assets or SELLERBUYER’s ability to perform its obligations hereunder.
Appears in 2 contracts
Samples: Purchase and Assumption Agreement (Commercial Bancshares Inc \Oh\), Purchase and Assumption Agreement (Middlefield Banc Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consentsregulatory approvals (including approval of the Merger (as hereinafter defined)), the execution, delivery, and performance of this Agreement by SELLERBuyer, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations Association or Bylaws of SELLERBuyer, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER Buyer is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s Buyer's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Banc Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consents, the execution, delivery, and performance of this Agreement by SELLER, SELLER and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Association or Incorporation or Code of Regulations or Bylaws By-Laws of SELLER, under any judgment, decree, decree or order, under any law, rule, or regulation of any government or agency thereof, or under any material contract, agreement, material agreement or material instrument to which SELLER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Home Bancshares Inc)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consentsexcept for those contracts designated as requiring consent on Schedule F, the execution, delivery, and performance of this Agreement by SELLER, Seller and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles Articles, Bylaws or similar governing documents of Incorporation or Code of Regulations or Bylaws of SELLERSeller, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any material contract, agreement, material agreement or material instrument to which SELLER Seller is subject, where which such breach, conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets Assets, the Acquisition or SELLER’s Seller's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Ameriana Bancorp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and the required consents, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Code By-Laws of Regulations or Bylaws of SELLERBUYER, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLERBUYER’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Home Bancshares Inc)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required third party consents, the execution, delivery, and performance of this Agreement by SELLER, Purchaser and the consummation of the transactions transaction contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbrancean Encumbrance, under any of the provisions of the Articles of Incorporation Association or Code By-Laws of Regulations or Bylaws of SELLERPurchaser, under any judgment, decree, or order, under any law, rule, or regulation of any government or agency thereof, or under any contract, agreement, material contract or instrument to which SELLER Purchaser is subject, where such conflict, breach, violation, default, acceleration, or lien would have a material adverse effect on the Assets or SELLERPurchaser’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (LNB Bancorp Inc)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consents, the execution, delivery, and performance of this Agreement and each of the Transaction Documents by SELLER, BUYER and the consummation of the transactions contemplated herebyhereby and thereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbranceany Liens, under any of the provisions of the Articles of Incorporation or Incorporation, Code of Regulations or Bylaws other governing documents of SELLERBUYER, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien Lien would have a material adverse effect on the Assets or SELLER’s BUYER's ability to perform its obligations hereunderhereunder or under any of the Transaction Documents.
Appears in 1 contract
Samples: Branch Office Purchase and Assumption Agreement (Ohio Legacy Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consentsregulatory approvals, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations or Bylaws of SELLERBUYER, under any judgment, decree, or order, under any law, rule, or regulation of any government or agency thereof, or under any material agreement, contract, agreement, or instrument to of which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, or lien would have a material adverse effect on the Assets or SELLERBUYER’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Middlefield Banc Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and the required consents, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Code By-Laws of Regulations or Bylaws of SELLERBUYER, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s BUYER's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Park National Corp /Oh/)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consentsregulatory approvals, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Incorporation, Code of Regulations or Bylaws other governing documents of SELLERBUYER, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLERBUYER’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Office Purchase and Assumption Agreement (CSB Bancorp Inc /Oh)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consents, the execution, delivery, and performance of this Agreement by SELLER, SELLER and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Association or Incorporation or Code of Regulations or Bylaws By-Laws of SELLER, under any judgment, decree, decree or order, under any law, rule, or regulation of any government or agency thereof, or under any material contract, agreement, material agreement or material instrument to which SELLER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s 's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Park National Corp /Oh/)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals and required consentsregulatory approvals, the execution, delivery, and performance of this Agreement by SELLERBUYER, and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Incorporation, Code of Regulations or Bylaws other governing documents of SELLERBUYER, under any judgment, decree, decree or order, under any law, rule, rule or regulation of any government or agency thereof, or under any contract, material agreement, material contract or material instrument to which SELLER BUYER is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s BUYER's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Ohio Legacy Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consents, the execution, delivery, and performance of this Agreement by SELLER, SELLER and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations Constitution or Bylaws of SELLER, under any judgment, decree, or order, under any law, rule, or regulation of any government or agency thereof, or under any contract, agreement, or instrument to which SELLER is subject, where such conflict, breach, violation, default, acceleration, or lien would have a material adverse effect on the Assets or SELLER’s ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Purchase and Assumption Agreement (Middlefield Banc Corp)
Effective Agreement. Subject to the receipt of any and all necessary Regulatory Approvals regulatory approvals and required consents, the execution, delivery, and performance of this Agreement by SELLER, Seller and the consummation of the transactions contemplated hereby, will not conflict with, result in the breach of, constitute a violation or default, result in the acceleration of payment or other obligations, or create a lien, charge, charge or encumbrance, under any of the provisions of the Articles of Incorporation or Code of Regulations or Bylaws of SELLERSeller, under any judgment, decree, decree or order, under any law, rule, or regulation of any government or agency thereof, or under any material contract, agreement, material agreement or material instrument to which SELLER Seller is subject, where such conflict, breach, violation, default, acceleration, acceleration or lien would have a material adverse effect on the Assets or SELLER’s Seller's ability to perform its obligations hereunder.
Appears in 1 contract
Samples: Branch Purchase and Assumption Agreement (Banc Corp)