Material Contracts and Change of Control. (a) For the purposes of this Agreement, the term “CFC Material Contract” means any of the following Contracts to which CFC or any of the CFC Subsidiaries is a party or bound as of the date of this Agreement:
Material Contracts and Change of Control. (a) (i) all Contracts to which Buyer or any Buyer Subsidiary is a party are in full force and effect, (ii) neither Buyer nor any of the Buyer Subsidiaries is in violation or breach of or default under (or with notice or lapse of time, or both, would be in violation or breach of or default under) the terms of any Contract to which Buyer or a Buyer Subsidiary is a party, (iii) to the Knowledge of Buyer, no other party to any Contract is in breach of or in default in any respect thereunder, and (iv) neither Buyer nor any Buyer Subsidiary has received written notice of breach or termination (or proposed breach or termination) of any such Contract.
(b) There is no Contract to which Buyer or any Buyer Subsidiary is a party under which (i) a consent or approval is required, (ii) a prohibited assignment by operation of Law could occur, (iii) a waiver or loss of any right could occur, or (iv) an acceleration of any obligation could occur, in each case as a result of the execution and delivery of this Agreement or the consummation of the transactions contemplated herein, where any such occurrence would reasonably be expected to materially interfere with the ordinary course of business conducted by Buyer, any Buyer Subsidiary or the Surviving Corporation.
Material Contracts and Change of Control. Except as contained in the O.A.K. Disclosure Statement, neither O.A.K. nor any of the O.A.K. Subsidiaries are a party to any agreement or understanding described below.
Material Contracts and Change of Control. (a) For the purposes of this Agreement, the term “Talmer Material Contract” means any of the following Contracts to which Talmer or any of the Talmer Subsidiaries is a party or bound as of the date of this Agreement:
Material Contracts and Change of Control. (a) For the purposes of this Agreement, the term “Chemical Material Contract” means any of the following Contracts to which Chemical or any of the Chemical Subsidiaries is a party or bound as of the date of this Agreement:
Material Contracts and Change of Control. Except as contained in the ICNB Disclosure Statement, neither ICNB nor any of the Subsidiaries are a party to any agreement or understanding described below.
Material Contracts and Change of Control. Except as contained in the Keystone Disclosure Statement, neither Keystone nor any of the Subsidiaries are a party to any agreement or understanding described below.
Material Contracts and Change of Control. All data processing contracts of Shoreline or the Subsidiaries are cancelable by Shoreline or the Subsidiaries on or before the Effective Time without cost, penalty, or further obligation. There is no other agreement, contract, loan, mortgage, deed of trust, lease, commitment, indenture, note, or other instrument under which (a) a consent or approval is required, (b) a prohibited assignment by operation of law could occur, (c) a waiver or loss of any right could occur, or (d) acceleration of any obligation could occur, in each case as a result of the execution and delivery of this Plan of Merger, or the change of control, or merger of Shoreline or any Subsidiary or the liquidation of Shoreline upon consummation of the Merger where (w) the failure to obtain such consent or approval, (x) the violation of the prohibition against assignment, (y) the waiver or loss of any right, or (z) the acceleration of any obligation could materially interfere with the ordinary course of business by Shoreline or any Subsidiary (or Chemical or any of its subsidiaries as their successors) or have a Material Adverse Effect on Shoreline. The execution and delivery of this Plan of Merger by Shoreline will not subject Chemical or its subsidiaries to liability for tortious interference with contractual rights. 27
Material Contracts and Change of Control. All data processing contracts of Home or Home Bank are cancelable by Home or Home Bank on or before the Effective Time without cost, penalty, or further obligation. There is no other agreement, contract, loan, mortgage, deed of trust, lease, commitment, indenture, note, or other instrument under which (a) a consent or approval is required, (b) a prohibited assignment by operation of law could occur, (c) a waiver or loss of any right could occur, or (d) acceleration of any obligation could occur, in each case as a result of the execution and delivery of this Plan of Merger, or the change of control, or merger of Home or Home Bank or the liquidation of Home upon consummation of the Merger where (w) the failure to obtain such consent or approval, (x) the violation of the prohibition against assignment, (y) the waiver or loss of any right, or (z) the acceleration of any obligation could materially interfere with the ordinary course of business by Home or Home Bank (or Old Kent or any of its subsidiaries as their successors) or have a Material Adverse Effect on Home. The execution and delivery of this Plan of Merger by Home will not subject Old Kent or its subsidiaries to liability for tortious interference with contractual rights.
Material Contracts and Change of Control. Except as contained in the Fidelity Disclosure Statement, neither Fidelity nor the Bank are a party to any agreement or understanding described below.
