Common use of Notice of Certain Changes or Events Clause in Contracts

Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Time, Twentieth Bancorp promptly will notify Horizon Bancorp in writing of and provide to it such information as it shall request regarding (i) any material adverse change in its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse change, or of (ii) the actual or prospective existence or occurrence of any condition or event which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp herein to be or become inaccurate, misleading or incomplete, or which has resulted or may or could cause, create or result in the breach or violation of any of Twentieth Bancorp's covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. or 6.3. below.

Appears in 1 contract

Samples: Plan of Merger and Reorganization (Horizon Bancorp Inc /Wv/)

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Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Time, Twentieth Bancorp Xxxxxxxx promptly will notify Horizon Bancorp BOC in writing of and provide to it such further information as it shall request regarding (i) any material adverse change in its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operationsXxxxxxxx Material Change, or of the actual or prospective occurrence of any condition or event which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse changeXxxxxxxx Material Change, or of (ii) the actual or or, to the Best Knowledge of Xxxxxxxx, prospective existence or occurrence of any condition or event which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp Xxxxxxxx herein to be or become inaccurate, misleading or incompleteincomplete in any material respect, or which has resulted or may or could cause, create or result in the breach or violation in any material respect of any of Twentieth Bancorp's Xxxxxxxx’x covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. 7.01 or 6.3. below7.03.

Appears in 1 contract

Samples: Merger Agreement (Bank of the Carolinas CORP)

Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Time, Twentieth Bancorp BBI promptly will notify Horizon Bancorp NewCo in writing of and provide to it such information as it shall request regarding (i) any material adverse change in its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event of which it has actual knowledge, which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse change, or of (ii) the actual or prospective existence or occurrence of any condition or event of which it has actual knowledge which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp Beckxxx, XXI or THC herein to be or become inaccurate, misleading or incomplete, or which has resulted or may or could cause, create or result in the breach or violation of any of Twentieth BancorpBeckxxx'x xx BBI's covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. or 6.3. below.

Appears in 1 contract

Samples: Merger Agreement (Horizon Bancorp Inc /Wv/)

Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Time, Twentieth Bancorp Anson promptly will notify Horizon Bancorp Uwharrie in writing of and provide to it such information as it shall request regarding (i) any material adverse change in its consolidated or the Bank's financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse change, or of (ii) the actual or prospective existence or occurrence of any condition or event which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp herein Anson herein, or any information disclosed to Uwharrie, to be or become inaccurate, misleading or incomplete, or which has resulted or may or could cause, create or result in the breach or violation of any of Twentieth BancorpAnson's covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.17.01. or 6.3. below7.03.

Appears in 1 contract

Samples: Merger Agreement (Uwharrie Capital Corp)

Notice of Certain Changes or Events. Following the ----------------------------------- execution of this Agreement and up to the Effective Time, Twentieth Bancorp First Savings promptly will notify Horizon Bancorp BancShares in writing of and provide to it such information as it shall request regarding (iI) any material adverse change in its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse change, or of (iiII) the actual or prospective existence or occurrence of any condition or event which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp First Savings herein to be or become inaccurate, misleading or incompleteincomplete in any material respect, or which has resulted or may or could cause, create or result in the breach or violation in any material respect of any of Twentieth Bancorp's First Savings' covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. 7.01 or 6.3. 7.03 below.

Appears in 1 contract

Samples: Merger Agreement (First Savings Financial Corp)

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Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Time, Twentieth Bancorp BBI promptly will notify Horizon Bancorp NewCo in writing of and provide to it such information as it shall request regarding (i) any material adverse change in its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event of which it has actual knowledge, which, with the lapse of time or otherwise, may or could cause, create or result in any such material adverse change, or of (ii) the actual or prospective existence or occurrence of any condition or event of which it has actual knowledge which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp Xxxxxxx, BBI or THC herein to be or become inaccurate, misleading or incomplete, or which has resulted or may or could cause, create or result in the breach or violation of any of Twentieth BancorpXxxxxxx'x or BBI's covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. or 6.3. below.

Appears in 1 contract

Samples: Merger Agreement (Beckley Bancorp Inc)

Notice of Certain Changes or Events. Following the execution of this Agreement and up to the Effective Timeeffective time of the Bank Merger, Twentieth Bancorp Select and Select Bank each shall promptly will notify Horizon Bancorp NCBC and NCBC Bank in writing of of, and provide to it such information as it NCBC or NCBC Bank shall request regarding regarding, (i) any material adverse change in Material Adverse Effect on its consolidated financial condition, consolidated results of operations, prospects, business, assets, loan portfolio, investments, properties or operations, or of the actual or prospective occurrence of any condition or event which, with the lapse of time or otherwise, may might or could cause, create or result in any such material adverse changeMaterial Adverse Effect, or of (ii) the actual or prospective existence or occurrence of any condition or event which, with the lapse of time or otherwise, has caused or may or could cause any statement, representation or warranty of Twentieth Bancorp Select or Select Bank herein to be or become inaccurate, misleading or incomplete, or which that has resulted or may or could cause, create or result in the breach or violation of any of Twentieth Bancorp's Select’s or Select Bank’s covenants or agreements contained herein or in the failure of any of the conditions described in Paragraphs 6.1. Sections 7.1 or 6.3. 7.3 below.

Appears in 1 contract

Samples: Merger Agreement (New Century Bancorp Inc)

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