Possible Alternative Structures. Notwithstanding anything to the contrary contained in this Agreement and subject to the satisfaction of the conditions set forth in Article IX, prior to the Effective Time FFC shall be entitled to revise the structure of the Merger described in Section 2.1 hereof, provided that (i) FFC shall have received an opinion of counsel to FFC that there are no adverse Federal or state income tax consequences to ALFC stockholders as a result of the modification; (ii) the consideration to be paid to the holders of ALFC Common Stock under this Agreement is not thereby changed in kind or value or reduced in amount; and (iii) such modification will not delay materially, or jeopardize receipt of any required regulatory approvals or other consents and approvals relating to the consummation of the Merger or otherwise cause any condition to closing not to be capable of being fulfilled. The parties hereto agree to appropriately amend this Agreement and any related documents in order to reflect any such revised structure.
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Samples: Merger Agreement (Flushing Financial Corp), Merger Agreement (Atlantic Liberty Financial Corp)
Possible Alternative Structures. Notwithstanding anything to the contrary contained in this Agreement and subject to the satisfaction of the conditions set forth in Article IX, prior to the Effective Time FFC shall Time, IBT shall, with the consent of FSSB, which will not be unreasonably withheld, be entitled to revise the structure of the Merger described in Section 2.1 hereof, hereof provided that (i) FFC shall have received an opinion of counsel to FFC that there are no adverse Federal or state income tax consequences to ALFC stockholders FSSB shareholders as a result of the modification; (ii) the consideration to be paid to the holders of ALFC FSSB Common Stock under this Agreement is not thereby changed in kind or value (or the relative mix thereof), or reduced in amount; and (iii) such modification will not delay materially, materially or jeopardize receipt of any required regulatory approvals Regulatory Approvals or other consents and approvals relating to the consummation of the Merger or otherwise cause any condition to closing not to be capable of being fulfilledMerger. The parties hereto agree to appropriately amend this Agreement and any related documents in order to reflect any such revised structure.
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Possible Alternative Structures. Notwithstanding anything to the contrary contained in this Agreement and subject to the satisfaction of the conditions set forth in Article IX, prior to the Effective Time FFC Time, IBT shall be entitled to revise the structure of the Merger described in Section 2.1 hereof, hereof and/or the Subsidiary Merger provided that (i) FFC shall have received an opinion of counsel to FFC that there are no adverse Federal or state income tax consequences to ALFC stockholders GCFC shareholders as a result of the modification; (ii) the consideration to be paid to the holders of ALFC GCFC Common Stock under this Agreement is not thereby changed in kind or value (or the composition thereof), or reduced in amount; and (iii) such modification will not delay materially, materially or jeopardize receipt of any required regulatory approvals Regulatory Approvals or other consents and approvals relating to the consummation of the Merger or otherwise cause any condition to closing not to be capable of being fulfilledand/or the Subsidiary Merger. The parties hereto agree to appropriately amend this Agreement and any related documents in order to reflect any such revised structure.
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Possible Alternative Structures. Notwithstanding anything to the contrary contained in this Agreement and subject to the satisfaction of the conditions set forth in Article IX, prior to the Effective Time FFC shall Time, Farmers shall, with the consent of FSSB, which will not be unreasonably withheld, be entitled to revise the structure of the Merger described in Section 2.1 hereof, hereof provided that (i) FFC shall have received an opinion of counsel to FFC that there are no adverse Federal or state income tax consequences to ALFC stockholders FSSB shareholders as a result of the modification; (ii) the consideration to be paid to the holders of ALFC FSSB Common Stock under this Agreement is not thereby changed in kind or value (or the composition thereof), or reduced in amount; and (iii) such modification will not delay materially, materially or jeopardize receipt of any required regulatory approvals Regulatory Approvals or other consents and approvals relating to the consummation of the Merger or otherwise cause any condition to closing not to be capable of being fulfilledMerger. The parties hereto agree to appropriately amend this Agreement and any related documents in order to reflect any such revised structure.
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Samples: Agreement and Plan of Merger (Ibt Bancorp Inc /Mi/)