No Approval. By the Company or Parent, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.
Appears in 3 contracts
Samples: Merger Agreement (Falmouth Bancorp Inc), Merger Agreement (Independent Bank Corp), Merger Agreement (Abington Bancorp Inc)
No Approval. By the Company or Parentthe Acquiror (and with written notice to the other party), in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.
Appears in 3 contracts
Samples: Merger Agreement (Flag Financial Corp), Merger Agreement (Admiralty Bancorp Inc), Merger Agreement (Royal Bank of Canada \)
No Approval. By the Company or Parentthe Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.
Appears in 3 contracts
Samples: Merger Agreement (Centura Banks Inc), Merger Agreement (Eagle Bancshares Inc), Merger Agreement (Royal Bank of Canada \)
No Approval. By the Company or Parentthe Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn (2) any shareholder approval required by Section 6.02 herein is not obtained at the request of a Governmental AuthorityCompany Meeting.
Appears in 1 contract
Samples: Merger Agreement (Dime Bancorp Inc)
No Approval. By the Company Parent or ParentSeller, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Merger Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.
Appears in 1 contract
Samples: Merger Agreement (Ii-Vi Inc)
No Approval. By the Company or Parentby the Purchaser, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority Body required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority Body or an application therefor shall have been permanently withdrawn at any Governmental Body issues a final nonappealable order blocking the request of a Governmental AuthorityMerger.
Appears in 1 contract
No Approval. By the Company Acquiror or ParentBank, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (i) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority Authority, or an application therefor (ii) the shareholder approvals required by Section 7.01(a) shall not have been permanently withdrawn at the request of a Governmental Authorityobtained.
Appears in 1 contract
No Approval. By the Company or Parentthe Acquiror, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn (2) any share holder approval required by Section 6.02 herein is not obtained at the request of a Governmental AuthorityCompany Meeting.
Appears in 1 contract
No Approval. By the Company Buyer or ParentSeller, in each case if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event (1) the approval of any Governmental Authority required for consummation of the Merger and the other transactions contemplated by this Merger Agreement shall have been denied by final nonappealable action of such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority(2) any shareholder approval required by Section 5.02 herein is not obtained.
Appears in 1 contract
Samples: Merger Agreement (Rexnord LLC)
No Approval. By the Company or Parentby the Shareholders of Purchaser, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event the approval of any Governmental Authority Body required for consummation of the Merger and the other transactions contemplated by this Agreement shall have been denied by final nonappealable action of such Governmental Authority Body or an application therefor shall have been permanently withdrawn at any Governmental Body issues a final nonappealable order blocking the request of a Governmental AuthorityMerger.
Appears in 1 contract
Samples: Merger Agreement (Millenium Holding Group Inc /Az/)