No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, the Merger or the conversion of Seller Common Stock into Company Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company or the Company Subsidiaries of all or any portion of the business or assets of Seller, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Employment Agreement (Marshall & Ilsley Corp/Wi/), Agreement and Plan of Merger (Advantage Bancorp Inc)
No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency or any other person (i) challenging or seeking material damages in connection with, the Merger or the conversion of Seller Common Stock into Company Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company or the Company Subsidiaries of all or any portion of the business or assets of Seller, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mississippi Valley Bancshares Inc), Agreement and Plan of Merger (National City Bancorporation)
No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, the Merger or the conversion of Seller Common Stock into Company Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company or the Company Subsidiaries of all or any portion of the business or assets of the Seller, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, taken as a whole.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Advantage Bancorp Inc), Employment Agreement (Marshall & Ilsley Corp/Wi/)
No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, with the Merger or the conversion of Seller Company Common Stock into Company Buyer Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company Buyer or the Company Buyer Subsidiaries of all or any portion of the business or assets of Sellerthe Company, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, Subsidiaries taken as a whole or the Buyer and the Buyer Subsidiaries taken as a whole.
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No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, the Merger or the conversion of Seller Common Stock into Company Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company or the Company Subsidiaries of all or any portion of the business or assets of Seller, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, taken as a whole.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp/Wi/)
No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government any governmental agency or any other person (i) challenging or seeking material damages in connection with, with the Merger or the conversion of Seller the Company Common Stock into Company Merchants Common Stock or cash pursuant to the Merger Merger, or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company Merchants or the Company Subsidiaries its subsidiaries of all or any portion of the business or assets of Sellerthe Company or its Subsidiaries, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Company or its Subsidiaries, taken as a whole, or the Company and the Company SubsidiariesMerchants or its subsidiaries, taken as a whole.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Merchants & Manufacturers Bancorporation Inc)
No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, with the Merger or the conversion of Seller Company Common Stock into Company Buyer Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company Buyer or the Company Buyer Subsidiaries of all or any portion of the business or assets of SellerCompany, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, Subsidiaries taken as a whole or the Buyer and the Buyer Subsidiaries taken as a whole.
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No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, with the Merger or the conversion of Seller Company Common Stock into Company Acquiror Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company Acquiror or the Company Acquiror Subsidiaries of all or any portion of the business or assets of Sellerthe Company, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, Subsidiaries taken as a whole or the Acquiror and the Acquiror Subsidiaries taken as a whole.
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No Challenge. There shall not be pending any action, proceeding or investigation before any court or administrative agency or by a government agency (i) challenging or seeking material damages in connection with, with the Merger or the conversion of Seller Company Common Stock into Company Acquiror Common Stock pursuant to the Merger or (ii) seeking to restrain, prohibit or limit the exercise of full rights of ownership or operation by the Company Acquiror or the Company Acquiror Subsidiaries of all or any portion of the business or assets of SellerCompany, which in either case is reasonably likely to have a Material Adverse Effect on either the Seller and the Seller Subsidiaries, taken as a whole, or the Company and the Company Subsidiaries, Subsidiaries taken as a whole or the Acquiror and the Acquiror Subsidiaries taken as a whole.
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