Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 5 contracts
Samples: Shareholder Agreement (Americanwest Bancorporation), Agreement and Plan of Merger (Bancorp Connecticut Inc), Agreement and Plan of Merger (Americanwest Bancorporation)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Columbia Banking System, Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Wachovia Corp New), Agreement and Plan of Merger (Landamerica Financial Group Inc), Agreement and Plan of Merger (Capital Title Group Inc)
Performance of Obligations of Company. The Company shall will have performed in all material respects all obligations agreements and covenants required to be performed by it under this Agreement at or prior to before the Effective Time, and Closing Date. Parent shall will have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp)
Performance of Obligations of Company. The Company shall have performed in all material respects all the obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pma Capital Corp), Agreement and Plan of Merger (Landamerica Financial Group Inc), Agreement and Plan of Merger (Fidelity National Financial, Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations obligations, and complied in all material respects with the agreements and covenants, required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing Date, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized executive officer of the Company to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Traffix Inc), Agreement and Plan of Merger (New Motion, Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective TimeClosing Date, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (DatChat, Inc.), Agreement and Plan of Merger (Potlatchdeltic Corp), Agreement and Plan of Merger (Healthsport, Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent and Merger Sub shall have received a certificate, dated the Effective Date, to such effect signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effectCompany.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Falmouth Bancorp Inc), Agreement and Plan of Merger (Independent Bank Corp), Voting Agreement (Abington Bancorp Inc)
Performance of Obligations of Company. The Company shall have performed or complied in all material respects with all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Effective Time, and the Parent shall have received a certificate, dated the Effective Date, signed on behalf certificate of the Company by the Chief Executive Officer chief executive officer and the Chief Financial Officer chief financial officer of the Company to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Massachusetts Mutual Life Insurance Co), Agreement and Plan of Merger (Tremont Advisers Inc), Agreement and Plan of Merger 2 Agreement (Schulman Robert I)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent Purchaser shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement of Merger (First Financial Bancorp /Oh/), Agreement and Plan of Merger (S Y Bancorp Inc)
Performance of Obligations of Company. The Company shall will have performed in all material respects all obligations agreements and covenants required to be performed by it under this Agreement at or prior to before the Effective TimeClosing Date, and Parent shall will have received a certificate, dated the Effective Date, certificate to that effect signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effectCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (DanDrit Biotech USA, Inc.), Merger Agreement (Renren Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations the obligations, covenants and agreements required to be performed by it under this Agreement at or prior to the Effective TimeClosing Date, and Parent shall have received a certificate, certificate dated as of the Effective Date, Closing Date and signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cowen Inc.), Agreement and Plan of Merger (First Horizon Corp)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective TimeTime (including Sections 6.21 and 6.22 hereof), and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company Company, dated as of the Effective Time, to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bank of Marin Bancorp), Agreement and Plan of Merger (Bank of Marin Bancorp)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent and Merger Subsidiary shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/), Document Agreement and Plan of Merger (First Community Bancorp /Ca/)
Performance of Obligations of Company. The Company shall have performed or complied in all material respects all obligations with its obligations, agreements or covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeClosing Date, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company thereof to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Terremark Worldwide Inc.)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, except where the failure of such performance would not have a Company Material Adverse Effect, and Parent the Seller shall have received a certificate, dated the Effective Date, signed on behalf of the Company to such effect by the its Chief Executive Officer and the Chief Financial Officer of the Company to such effectOfficer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Midwest Banc Holdings Inc), Agreement and Plan of Merger (Midwest Banc Holdings Inc)
Performance of Obligations of Company. The Company shall will have performed in all material respects all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Effective Time, and Closing Date. Parent shall will have received a certificatecertificate to that effect, dated the Effective Datein form and substance reasonably satisfactory to Parent, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effectCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gsi Commerce Inc), Agreement and Plan of Merger (Gsi Commerce Inc)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective TimeTime (including Sections 6.21 and 6.22 hereof), and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer Controller of the Company Company, dated as of the Effective Time, to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community Bancorp Inc), Agreement and Plan of Merger (First Community Bancorp /Ca/)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent Purchaser shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the its Chief Executive Officer and the or Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cortland Bancorp Inc)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, Time and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer chief executive officer and the Chief Financial Officer chief financial officer of the Company to such the foregoing effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/)
Performance of Obligations of Company. The Company shall have performed in all material respects all the obligations required to be performed by it under this Agreement at or prior to the Effective TimeClosing Date, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mb Financial Inc /Md)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations (other than the obligations in Section 6.10(a)) required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent and Merger Sub shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pacific Continental Corp)
Performance of Obligations of Company. The Company shall will have performed in all material respects all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Effective Time, and Closing Date. Parent shall will have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company Company, dated as of the Effective Time, to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/)
Performance of Obligations of Company. The Company shall have performed in all material respects all its obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the its Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent and Parent Bank shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Community Bancorp /Ca/)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company Company, dated as of the Effective Time, to such effect.
Appears in 1 contract
Samples: Shareholder Agreement (Centennial Bank Holdings, Inc.)
Performance of Obligations of Company. The Company shall have ------------------------------------- performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Shareholder Agreement (American Financial Holdings Inc)
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent Purchaser shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, ; and Parent Purchaser shall have received a certificate, dated the Effective Date, certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company its President to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Farmers National Banc Corp /Oh/)
Performance of Obligations of Company. The Company shall ------------------------------------- have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and Parent Zions shall have received a certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
