Common use of Governmental Filings; Non-Contravention Clause in Contracts

Governmental Filings; Non-Contravention. Other than the filings and/or notices set forth in Schedule 4.3 (including those (i) under the HSR Act (if WTC notifies Xxxxxxxxx that a filing under such act is required), the Exchange Act and the Securities Act, (ii) required to be made with the NASD, and (iii) required to be made pursuant to state securities laws and regulations), no notices, reports, applications or other filings are required to be made by any of the Xxxxxxxxx Entities, the LLC or the Principals with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by any of them from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, and the consummation by each such Person of the Merger and the other transactions contemplated hereby and thereby. Subject to the making or obtaining of all filings, notices, applications, consents, registrations, approvals, permits or authorizations with or of any relevant Government Authority with respect to the Merger, the Transaction Documents and the other transactions contemplated hereby and thereby as set forth on Schedule 4.3, the execution, delivery and performance of this Agreement and each other Transaction Document to be executed, delivered and performed by any of the Xxxxxxxxx Entities, the LLC or any of the Principals in connection with the transactions contemplated hereby and thereby does not and will not: (a) violate any provision of the articles of incorporation or bylaws of Xxxxxxxxx or BC or the limited liability company certificate or limited liability company agreement of GP or BCT; (b) violate, conflict with or result in a default under any material contract or material obligation to which any of the Xxxxxxxxx Entities or any Principal is a party or by which any of that Person's assets are bound; (c) violate or result in a violation of, or constitute a default, in any material respect, under any law, regulation or rule, or any order of or restriction imposed by any court or other Governmental Authority on, any of the Xxxxxxxxx Entities, the LLC and/or any Principal or any of that Person's properties; (d) require any of the Xxxxxxxxx Entities, the LLC and/or any Principal to obtain any approval, consent or waiver of, or make any filing with, any person or entity that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4, which approvals, consents, waivers or filings, as applicable, will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules and regulations; or (e) result in creation or imposition of any Lien on any of the assets of any of the Xxxxxxxxx Entities or the LLC.

Governmental Filings; Non-Contravention. Other than the filings and/or notices set forth in Schedule 4.3 5.3 (including those (i) under the HSR Act (if WTC notifies Xxxxxxxxx determines that a filing under such act is required), the Exchange Act and the Securities Act, and with the NYSE and (ii) required to be made with the NASD, and (iii) required to be made pursuant to state securities laws and regulationsFederal Reserve Bank of Philadelphia), no notices, reports, applications or other filings are required to be made by any of the Xxxxxxxxx EntitiesWTI, the LLC WTC or the Principals Merger Subsidiary with, nor are any consents, registrations, approvals, permits or authorizations required to be obtained by any of them from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, and the consummation by each such Person of the Merger and the other transactions contemplated hereby and thereby. Subject to the making or obtaining of all filings, notices, applications, consents, registrations, approvals, permits or authorizations with or of any relevant Government Authority with respect to the Merger, the Transaction Documents and the other transactions contemplated hereby and thereby as set forth on in Schedule 4.35.3, the execution, delivery and performance of this Agreement and each other Transaction Document to be executed, delivered and performed by any of the Xxxxxxxxx EntitiesMerger Subsidiary, the LLC or any of the Principals WTI and WTC in connection with the transactions contemplated hereby and thereby does not and will not: (a) violate any provision of the articles of incorporation charter or bylaws of Xxxxxxxxx Merger Subsidiary, WTI or BC or the limited liability company certificate or limited liability company agreement of GP or BCTWTC; (b) violate, conflict with or result in a default under any material contract or material obligation to which any of the Xxxxxxxxx Entities Merger Subsidiary, WTI or any Principal WTC is a party or by which any of that Person's it or its assets are bound; (c) violate or result in a violation of, or constitute a defaultdefault under, in any material respect, under any law, regulation or rule, or any order of or restriction imposed by any court or other Governmental Authority onAgency on Merger Subsidiary, any of the Xxxxxxxxx Entities, the LLC and/or any Principal WTI or any of that Person's WTC or its properties; and (d) except with respect to a post-Effective Time notice to be filed by WTC with the Federal Reserve Bank of Philadelphia and as contemplated by Section 8.1 hereof, require any of the Xxxxxxxxx EntitiesMerger Subsidiary, the LLC and/or any Principal WTI or WTC to obtain any approval, consent or waiver of, or make any filing with, any person or entity Governmental Authority that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4, which for approvals, consents, waivers or filings, as applicable, that are set forth in Schedule 5.3 and that will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules and regulations; or (e) result in creation or imposition of any Lien on any of the assets of any of the Xxxxxxxxx Entities or the LLC.

Governmental Filings; Non-Contravention. Other than the filings and/or notices Except as set forth in on Schedule 4.3 (including those (i) under the HSR Act (if WTC notifies Xxxxxxxxx that a filing under such act is required), the Exchange Act and the Securities Act, (ii) required to be made with the NASD, and (iii) required to be made pursuant to state securities laws and regulations)4.3, no notices, reports, applications or other filings are required to be made by any of the Xxxxxxxxx EntitiesGrant Tani, the LLC or the Principals withwitx, nor are xxx xxx any consents, registrations, approvals, permits permits, Licenses or authorizations required to be obtained by any of them from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, Documents and the consummation by each such Person of the Merger and the other transactions contemplated hereby and thereby. Subject to the making or obtaining of all filings, notices, applications, consents, registrations, approvals, permits or authorizations with or of any relevant Government Authority with respect to the Merger, the Transaction Documents and the other transactions contemplated hereby and thereby Except as set forth on Schedule 4.3, the execution, delivery and performance of this Agreement and each other Transaction Document to be executed, delivered and performed by any of the Xxxxxxxxx EntitiesGrant Tani, the LLC or any of the Principals Principal in connection cxxxxxxxxx with the transactions contemplated hereby and thereby does do not and will not: (a) violate any provision of the articles of incorporation or bylaws of Xxxxxxxxx or BC Grant Tani, the LLC Certificate or the limited liability company certificate or limited liability company agreement of GP or BCTLLX Xxxxxxxxt; (b) violate, conflict with or result in a default under any material contract or material obligation to which any of Grant Tani, the Xxxxxxxxx Entities LLC or any Principal is a party or xxxxx xx by which any of that Person's assets are bound; (c) violate or result in a violation of, or constitute a default, in any material respect, under any law, regulation or rule, or any order of or restriction imposed by any court or other Governmental Authority on, any of the Xxxxxxxxx EntitiesGrant Tani, the LLC and/or any Principal or any of xx xxx xx that Person's properties; (d) require any of the Xxxxxxxxx EntitiesGrant Tani, the LLC and/or any Principal to obtain xx xxxxxx any approval, consent or waiver of, or make any filing with, any person or entity that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4Section 8.1(b), which approvals, consents, waivers or filings, as applicable, will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules and regulations; or (e) result in the creation or imposition of any Lien on any of the assets of any of Grant Tani, the Xxxxxxxxx Entities LLC or the LLCany Principal.

Governmental Filings; Non-Contravention. Other than the filings and/or notices set forth in Schedule 4.3 6.3 (including those (i) under the HSR Act (if WTC notifies Xxxxxxxxx that a filing under such act is required), the Exchange Act and the Securities Act, (ii) required to be made with the NASDFederal Reserve Bank of Philadelphia, the Federal Deposit Insurance Corporation, and (iii) required to be made pursuant to state securities laws and regulationsthe Office of Thrift Supervision), no notices, reports, applications applications, or other filings are required to be made by any of the Xxxxxxxxx Entities, the LLC or the Principals WT with, nor are any consents, registrations, approvals, permits or authorizations Governmental Approvals required to be obtained by any of them it from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, and the consummation by each such Person WT of the Merger and the other transactions contemplated hereby and therebyTransactions. Subject to the making or obtaining of all filings, notices, applications, Licenses, consents, registrations, approvals, permits permits, or authorizations with with, or of any relevant Government Governmental Authority with respect to the Merger, the Transaction Documents Transactions and the other transactions contemplated hereby and thereby Transaction Documents as set forth on in Schedule 4.36.3, the execution, delivery delivery, and performance of this Agreement and each other Transaction Document to be executed, delivered delivered, and performed by any of the Xxxxxxxxx Entities, the LLC WT or any of the Principals WTC in connection with the transactions contemplated hereby and thereby does Transactions do not and will not: (a) violate any provision of the articles of incorporation WT’s or bylaws of Xxxxxxxxx WTC’s charter or BC or the limited liability company certificate or limited liability company agreement of GP or BCTbylaws; (b) violate, conflict with with, or result in a default under any material contract or material obligation to which any of the Xxxxxxxxx Entities WT or any Principal WTC is a party or by which any of that Person's ’s assets are bound; (c) violate or result in a violation of, or constitute a defaultdefault under, in any material respect, under any law, regulation regulation, or rule, or any order of or restriction imposed by any court or other Governmental Authority on, any of the Xxxxxxxxx Entities, the LLC and/or any Principal on WT or WTC or any of that Person's their properties; and (d) except with respect to a notice to be filed with the Office of Thrift Supervision and a post-Effective Time notice to be filed or caused to be filed by WT with the Federal Reserve Bank of Philadelphia, require any of the Xxxxxxxxx Entities, the LLC and/or any Principal WT or WTC to obtain any approval, consent consent, or waiver of, or make any filing with, any person or entity Governmental Authority that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4, which for approvals, consents, waivers waivers, or filings, as applicable, that are set forth in Schedule 5.3 and that will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules rules, and regulations; or (e) result in creation or imposition of any Lien on any of the assets of any of the Xxxxxxxxx Entities or the LLC.

Governmental Filings; Non-Contravention. Other than the filings and/or notices set forth in Schedule 4.3 5.3 (including those (ia) under the HSR Act (if WTC notifies Xxxxxxxxx Holdings determines that a filing under such that act is required), the Exchange Act and the Securities Act, and with the NYSE and (iib) required to be made with the NASD, and (iii) required to be made pursuant to state securities laws and regulationsFederal Reserve Bank of Philadelphia), no notices, reports, applications or other filings are required to be made by any of the Xxxxxxxxx Entities, the LLC or the Principals Holdings with, nor are any Licenses, consents, registrations, approvals, permits or authorizations required to be obtained by any of them it from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, and the consummation by each such Person Holdings of the Merger and the other transactions contemplated hereby and thereby. Subject to the making or obtaining of all filings, notices, applications, Licenses, consents, registrations, approvals, permits or authorizations with or of any relevant Government Authority with respect to the Merger, the Transaction Documents transactions contemplated by this Agreement and the other transactions contemplated hereby and thereby Transaction Documents as set forth on in Schedule 4.35.3, the execution, delivery and performance of this Agreement and each other Transaction Document to be executed, delivered and performed by any of the Xxxxxxxxx Entities, the LLC Holdings or any of the Principals WTC in connection with the transactions contemplated hereby and thereby does not and will not: (a) violate any provision of the articles of incorporation its charter or bylaws of Xxxxxxxxx or BC or the limited liability company certificate or limited liability company agreement of GP or BCTbylaws; (b) violate, conflict with or result in a default under any material contract or material obligation to which any of the Xxxxxxxxx Entities Holdings or any Principal WTC is a party or by which any of that Person's it or its assets are bound; (c) violate or result in a violation of, or constitute a defaultdefault under, in any material respect, under any law, regulation or rule, or any order of or restriction imposed by any court or other Governmental Authority on, any of the Xxxxxxxxx Entities, the LLC and/or any Principal Agency on Holdings or WTC or any of that Person's their respective properties; and (d) except with respect to a post-Effective Time notice to be filed or cause to be filed by WTC with the Federal Reserve Bank of Philadelphia and as contemplated by Section 8.1(b) hereof, require any of the Xxxxxxxxx Entities, the LLC and/or any Principal Holdings or WTC to obtain any approval, consent or waiver of, or make any filing with, any person or entity Governmental Authority that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4, which for approvals, consents, waivers or filings, as applicable, that are set forth in Schedule 5.3 and that will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules and regulations; or (e) result in creation or imposition of any Lien on any of the assets of any of the Xxxxxxxxx Entities or the LLC.

Governmental Filings; Non-Contravention. Other than the filings and/or notices set forth in Schedule 4.3 6.3 (including those (i) under the HSR Act (if WTC notifies Xxxxxxxxx that a filing under such act is required), the Exchange Act and the Securities Act, (ii) required to be made with the NASDFederal Reserve Bank of Philadelphia, the Federal Deposit Insurance Corporation, the Office of Thrift Supervision, the Delaware Banking Commissioner, and (iii) required to be made pursuant to state securities laws and regulationsthe Arizona Banking Department), no notices, reports, applications applications, or other filings are required to be made by any of the Xxxxxxxxx Entities, the LLC or the Principals WT with, nor are any consents, registrations, approvals, permits or authorizations Governmental Approvals required to be obtained by any of them it from, any Governmental Authority in connection with the execution and delivery of this Agreement and the other Transaction Documents, and the consummation by each such Person WT of the Merger and the other transactions contemplated hereby and therebyTransactions. Subject to the making or obtaining of all filings, notices, applications, licenses, consents, registrations, approvals, permits permits, or authorizations with with, or of any relevant Government Governmental Authority with respect to the Merger, the Transaction Documents Transactions and the other transactions contemplated hereby and thereby Transaction Documents as set forth on in Schedule 4.36.3, the execution, delivery delivery, and performance of this Agreement and each other Transaction Document to be executed, delivered delivered, and performed by any of the Xxxxxxxxx Entities, the LLC or any of the Principals WT in connection with the transactions contemplated hereby and thereby does Transactions do not and will not: (a) conflict with or violate any provision of the articles of incorporation WT’s charter or bylaws of Xxxxxxxxx or BC or the limited liability company certificate or limited liability company agreement of GP or BCTbylaws; (b) violate, conflict with with, or result in a default under any material contract or material obligation to which any of the Xxxxxxxxx Entities or any Principal WT is a party or by which any of that Person's ’s assets are bound; (c) violate or conflict with, violate, result in a violation of, or constitute a defaultdefault under, in any material respect, under any law, regulation regulation, or rule, or any order of or restriction imposed by any court or other Governmental Authority on, any of the Xxxxxxxxx Entities, the LLC and/or any Principal on WT or any of that Person's its properties; and (d) except with respect to notices to be filed with the Office of Thrift Supervision and the Federal Deposit Insurance Corporate and a post-Effective Time notice to be filed or caused to be filed by WT with the Federal Reserve Bank of Philadelphia, require any of the Xxxxxxxxx Entities, the LLC and/or any Principal WT to obtain any approval, consent consent, or waiver of, or make any filing with, any person or entity that has not been obtained or made, except as contemplated or excused by Sections 8.1, 9.3 and 9.4, which approvals, consents, waivers or filings, as applicable, will have been received prior to Closing or at any earlier time required hereunder or under applicable laws, rules and regulations; or (e) result in creation or imposition of any Lien on any of the assets of any of the Xxxxxxxxx Entities or the LLCGovernmental Authority.