Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course or fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (PNC Financial Services Group Inc), Agreement and Plan of Merger (Sterling Financial Corp /Pa/), Agreement and Plan of Merger (Riggs National Corp)
Ordinary Course. Conduct its business and the business of it and its subsidiaries Subsidiaries other than in the ordinary and usual course or or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact their its business organizations organizations, goodwill and assets and maintain their its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and therebythat would have a Material Adverse Effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Enterprise Products Partners L P), Agreement and Plan of Merger (Duncan Energy Partners L.P.), Limited Liability Company Agreement (Enterprise GP Holdings L.P.)
Ordinary Course. Conduct its business and the business of the Company and its subsidiaries Subsidiaries other than in the ordinary and usual course or course, or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact their its business organizations and assets and maintain their its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 5 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Ubs Ag), Agreement and Plan of Merger (Ubs Americas Inc)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Texas Regional Bancshares Inc), Agreement and Plan of Merger (Mid-State Bancshares), Agreement and Plan of Merger (Texas Regional Bancshares Inc)
Ordinary Course. Conduct its business and the business of the Company and its subsidiaries Subsidiaries other than in the ordinary and usual course or or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 3 contracts
Samples: 47 Agreement and Plan of Combination (North American Mortgage Co), Agreement and Plan of Merger (Cotton States Life Insurance Co /), Agreement and Plan of Merger (Eagle Bancshares Inc)
Ordinary Course. Conduct its business and the business of it and its subsidiaries Subsidiaries other than in the ordinary and usual course or or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair that would adversely affect its ability to perform any of its material obligations under this Plan or to consummate the transactions contemplated hereby and therebyAgreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (First Bank System Inc), Agreement and Plan of Merger (First Bank System Inc), Agreement and Plan of Merger (Us Bancorp /Or/)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course or fail to use commercially reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Provident Bankshares Corp), Agreement and Plan of Merger (M&t Bank Corp)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course consistent with past practice or fail to use commercially reasonable efforts to maintain and preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair or delay its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (Smithtown Bancorp Inc)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to (i) preserve intact their in any material respect its business organizations and assets and (ii) maintain their its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its Seller's ability to perform any of its obligations under this Plan or to consummate the transactions contemplated hereby and therebyAgreement.
Appears in 2 contracts
Samples: Iii Agreement and Plan of Merger (Mb Financial Inc /Md), Purchase and Assumption Agreement (Michigan Community Bancorp LTD)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Central Pacific Financial Corp), Agreement and Plan of Merger (Cb Bancshares Inc/Hi)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to impair materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zions Bancorporation /Ut/), Agreement and Plan of Merger (Amegy Bancorporation, Inc.)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or course, consistent with past practice, in material compliance and in all material respects with applicable laws and regulations or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair that would adversely affect its ability to perform any of its obligations under this Plan or to consummate the transactions contemplated hereby and therebyAgreement in any material respects.
Appears in 1 contract
Samples: Agreement and Plan (Antec Corp)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or the Option Agreements or to consummate the transactions contemplated hereby and thereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Amsouth Bancorporation)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their its business organizations and assets and to maintain their its rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyon a timely basis.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course Ordinary Course of Business or fail to use reasonable best efforts to preserve intact their its business organizations and assets and maintain their its rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Main Street Trust Inc)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course consistent with past practices and policies or fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations and goodwill with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair have an adverse effect upon its ability to perform any of its material obligations under this Plan Agreement or to consummate the transactions contemplated hereby and therebyOption Agreements.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Zions Bancorporation /Ut/)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or the Stock Option Agreement or to consummate the transactions contemplated hereby and therebyhereby.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable efforts to preserve intact their business organizations and assets and maintain their rights, franchises and existing relations with customers, suppliers, employees and business associatesassociates taken as a whole, or take any action reasonably likely to materially impair have an adverse effect upon its ability to perform any of its material obligations under this Plan or to consummate the transactions contemplated hereby and therebyAgreement.
Appears in 1 contract
Samples: Shareholder Agreement (FCB Bancorp)
Ordinary Course. Conduct its business and the business of its subsidiaries other than in the ordinary and usual course or consistent with past practice; fail to use reasonable best efforts to (i) preserve intact their in any material respect its business organizations and assets and (ii) maintain their its rights, franchises and existing relations with customers, suppliers, employees and business associates, ; or take any action reasonably likely to materially impair its Seller's ability to perform any of its obligations under this Plan or to consummate the transactions contemplated hereby and therebyAgreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Southern Missouri Bancorp Inc)
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan Agreement or to consummate the transactions contemplated hereby and thereby.hereby;
Appears in 1 contract
Ordinary Course. Conduct its business and the business of its subsidiaries Subsidiaries other than in the ordinary and usual course or fail to use reasonable best efforts to preserve intact their business organizations and assets and maintain their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability have a Material Adverse Effect with respect to perform its obligations under this Plan or to consummate the transactions contemplated hereby and therebyCompany.
Appears in 1 contract
