Common use of MATERIAL ADVERSE CHANGES; REPORTS; FINANCIAL STATEMENTS; FILINGS Clause in Contracts

MATERIAL ADVERSE CHANGES; REPORTS; FINANCIAL STATEMENTS; FILINGS. (a) Seller will promptly notify Company (i) of any event of which Seller obtains knowledge which may materially and adversely affect the business, financial condition, prospects or results of operations of Seller; (ii) in the event Seller determines that it is possible that the conditions to the performance of Company set forth in Sections 8.1 and 8.2 may not be satisfied; or (iii) any event, development or circumstance other than the transactions contemplated by this Agreement that, to the best knowledge of Seller, will or, with the passage of time or the giving of notice or both, is reasonably expected to result in the loss to Seller of the services of any Executive Officer of Seller.

Appears in 2 contracts

Samples: Agreement to Merge (Community Bancorp Inc), Merge and Plan of Reorganization (Community Bancorp)

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MATERIAL ADVERSE CHANGES; REPORTS; FINANCIAL STATEMENTS; FILINGS. (a) Seller will promptly notify Company (i) of any event of which Seller obtains knowledge which may materially and adversely affect the business, financial condition, prospects (without the requirement of investigation contained in Section 11.13 of this Agreement) or results of operations of Seller; (ii) in the event Seller determines that it is possible that the conditions to the performance of Company set forth in Sections 8.1 and 8.2 may not be satisfied; or (iii) any event, development or circumstance other than the transactions contemplated by this Agreement that, to the best knowledge of Seller, will or, with the passage of time or the giving of notice or both, is reasonably expected to result in the loss to Seller of the services of any Executive Officer of Seller.

Appears in 1 contract

Samples: Agreement to Merge (Mid-State Bancshares)

MATERIAL ADVERSE CHANGES; REPORTS; FINANCIAL STATEMENTS; FILINGS. (a) Seller will promptly notify Company (i) of any event of which Seller obtains knowledge which may materially and adversely affect the business, financial condition, prospects or results of operations of Seller; (ii) in the event Seller determines that it is possible that the conditions to the performance of Company set forth in Sections 8.1 and 8.2 may not be satisfied; or (iii) any event, development or circumstance other than the transactions contemplated by this Agreement that, to the best knowledge of Seller, will or, with the passage of time or the giving of notice or both, is reasonably expected to result in the loss to Seller of the services of any Executive Officer of SellerSeller (no knowledge will be imputed to Seller for purposes of this subsection (a)(iii) of any such event, development or circumstance if it is known only by the Executive Officer whose services will be lost).

Appears in 1 contract

Samples: Agreement to Merge and Plan (Community Bancorp Inc)

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MATERIAL ADVERSE CHANGES; REPORTS; FINANCIAL STATEMENTS; FILINGS. (a) Seller will promptly notify Company (i) of any event of which Seller obtains knowledge which may materially and adversely affect the businessbusiness (present or future), financial condition, prospects or results of operations of Seller; (ii) in the event Seller determines that it is possible that the conditions to the performance of Company set forth in Sections 8.1 and 8.2 may not be satisfied; or (iii) any event, development or circumstance other than the transactions contemplated by this Agreement that, to the best knowledge of Seller, will or, with the passage of time or the giving of notice or both, is reasonably expected to result in the loss to Seller of the services of any Executive Officer of Seller.

Appears in 1 contract

Samples: Agreement to Merge (Heritage Oaks Bancorp)

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