Pursuant to IRC Sample Clauses

Pursuant to IRC. Section 381(a) and related Treasury regulations, Holding Company will succeed to and take into account the respective items of BCB and Heritage described in IRC Section 381(c). Such items will be taken into account by Holding Company subject to the conditions and limitations of IRC Sections 381, 382, 383, and 384 and the Treasury regulations thereunder.
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Pursuant to IRC. Section 381(a) and related Treasury regulations, FBKP will succeed to and take into account the items of the Bank described in IRC Section 381(c). Such items will be taken into account by FBKP subject to the conditions and limitations of IRC Sections 269, 381, 382, 383, 384 and 1502 and the Treasury regulations thereunder. FORM OF OPINION OF COUNSEL TO FBKP PSB shall have received from counsel to FBKP, an opinion, dated as of the Closing Date, substantially to the effect that, subject to normal exceptions and qualifications: (a) FBKP has full corporate power to carry out the transactions contemplated in the Agreement. The execution and delivery of the Agreement and the consummation of the transactions contemplated thereunder have been duly and validly authorized by all necessary corporate action on the part of FBKP and the Agreement constitutes a valid and legally binding obligation, in accordance with its terms, of FBKP, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium, receivership, conservatorship, and other laws now or hereafter in effect relating to or affecting the enforcement of creditors' rights generally or the rights of creditors of federal savings institutions or their holding companies, (ii) general equitable principles, and (iii) laws relating to the safety and soundness of insured depository institutions, and except that no opinion need be rendered as to the effect or availability of equitable remedies or injunctive relief (regardless of whether such enforceability is considered in a proceeding in equity or at law). Subject to satisfaction of the conditions set forth in the Agreement, neither the transactions contemplated in the Agreement, nor compliance by FBKP with any of the respective provisions thereof, will (i) conflict with or result in a breach or default under (A) the articles of incorporation or bylaws of FBKP, or (B) based on certificates of officers and without independent verification, to the knowledge of such counsel, any note, bond, mortgage, indenture, license, agreement or other instrument or obligation to which FBKP is a party; or (ii) to the knowledge of such counsel, result in the creation or imposition of any material lien, instrument or encumbrance upon the property of FBKP, except such material lien, instrument or obligation that has been disclosed to PSB pursuant to the Agreement, or (iii) violate in any material respect any order, writ, injunction, or decree known to such counsel, or ...
Sample 1
Pursuant to IRC. Regulation Section 1.1552-1(c), Millers American as the common parent has elected to allocate the tax liability of the group in the manner provided by IRC Regulations Section 1.1552-1(a)(2). Further, pursuant to IRC Regulation Section 1.1502-33(d)(1), Millers American has elected to allocate the Federal income tax liability of the group beginning with the taxable year ending December 31, 1999 in the manner provided by Regulation Section 1.1502-33(d)(3) in conjunction with the method described in Regulation Section 1.1552-1(a)(2). In reference to Regulation Section 1.1502-33(d)(2)(ii), the percentage of the excess provided in Regulation Section 1.1502-33(d)(3)(i) to be allocated to each member is 100%.
Sample 1
Pursuant to IRC. Section 381(a) and related Treasury regulations, Sovereign will succeed to and take into account the items of First Home described in IRC Section 381(c). Such items will be taken into account by Sovereign subject to the conditions and limitations of IRC Sections 381, 382, 383, and 384 and the Treasury regulations thereunder. 13. The Bank Merger will constitute a reorganization within the meaning of IRC Section 368(a)(1)(A). 14. First Home Savings and Sovereign Bank will each be "a party to a reorganization" within the meaning of IRC Section 368(b).
Sample 1
Pursuant to IRC. Regulations Section 1.1552-1(c), Mutual as the common parent has elected to allocate the tax liability of the group in the manner provided by IRC Regulations Section 1.1552-1(a)(2). Further pursuant to IRC Regulations Section 1.1502-33(d)(3), Mutual has elected to allocate the Federal income tax liability of the group beginning with the taxable year ending December 31, 1994 in the manner provided by Regulations Section 1.1502-33(d)(2)(ii) in conjunction with the method described in Regulation Section 1.1552-1(a)(2). In reference to Regulation Section 1.1502-33(d)(2)(ii), the percentage of the excess provided in Regulations Section 1.1502-33(d)(2)(ii)(b) and (c) to be allocated to each member is 100%.
Sample 1

Related to Pursuant to IRC

  • Pursuant to M S. 43A.27, Subdivision 3a(1), an employee who separates or retires from State service and who, at the time of separation has five (5) or more years of allowable pension service and is entitled to immediately receive an annuity under a State retirement program and, who is not eligible for regular (non-disability) Medicare coverage, may continue to participate in the health and dental coverages offered through the Group Insurance Program. Consistent with M.S. 43A.27, Subdivision 3a(2), an employee who separates or retires from State service and who, at the time of separation is at least fifty (50) years of age and at least fifteen (15) years of State service may continue to participate in the health and dental coverages offered through the Group Insurance Program. Retiree coverage must be coordinated with Medicare.

  • Pursuant to Fed R. CIV. P. 23(e), the Court finds that the Settlement embodied in the Settlement Agreement is fair, reasonable and adequate to the Plan and the Settlement Class, and more particularly finds that: (a) The Settlement was negotiated vigorously and at arm’s-length, via a Court- supervised settlement conference, by Defense Counsel, on the one hand, and the Named Plaintiffs and Class Counsel on behalf of the Settlement Class, on the other hand; (b) Plaintiffs and Defendants had sufficient information to evaluate the settlement value of the Action; (c) If the Settlement had not been achieved, Named Plaintiffs and the Settlement Class faced the expense, risk, and uncertainty of extended litigation; (d) The amount of the Settlement – one million, eight hundred thousand dollars ($1,800,000.00) is fair, reasonable, and adequate, taking into account the costs, risks, and delay of trial and appeal. The method of distributing the Class Settlement Amount is efficient and requires no filing of claims. The Settlement terms related to attorneys’ fees do not raise any questions concerning fairness of the Settlement, and there are no agreements, apart from the Settlement, required to be considered under FED. R. CIV. P. 23(e)(2)(C)(iv). The Class Settlement Amount is within the range of settlement values obtained in similar cases; (e) At all times, the Named Plaintiffs and Class Counsel have acted independently of Defendants and in the interest of the Settlement Class; and (f) The Court has duly considered and overruled any filed objection(s) to the Settlement to the extent there were any.

  • Pursuant to G S. 143-59.2(b), the undersigned hereby certifies that none of the Contractor’s officers, directors, or owners (if the Contractor is an unincorporated business entity) has been convicted of any violation of Chapter 78A of the General Statutes or the Securities Act of 1933 or the Securities Exchange Act of 1934 within 10 years immediately prior to the date of the bid solicitation.

  • Pursuant to Minn Stat. § 16C.145, the Contractor must comply with the following nonvisual technology access standards to the extent required by law: • That the effective interactive control and use of the technology, including the operating system applications programs, prompts, and format of the data presented, are readily achievable by nonvisual means; • That the nonvisual access technology must be compatible with information technology used by other individuals with whom the blind or visually impaired individual must interact; • That nonvisual access technology must be integrated into networks used to share communications among employees, program participants, and the public; and • That the nonvisual access technology must have the capability of providing equivalent access by nonvisual means to telecommunications or other interconnected network services used by persons who are not blind or visually impaired; and • Executive branch state agencies subject to Section 16E.03, subdivision 9, are not required to include nonvisual technology access standards developed under this Section in contracts for the procurement of information technology. These standards do not require the installation of software or peripheral devices used for nonvisual access when the information technology is being used by individuals who are not blind or visually impaired.

  • Pursuant to Public Contract Code section 9201, the District shall provide timely notification to Developer of the receipt of any third-party Claim relating to this Contract. The District shall be entitled to recover its reasonable costs incurred in providing said notification.

  • Pursuant to Section 5 10 of the Credit Agreement, each Subsidiary Loan Party of the Borrower that was not in existence or not such a Subsidiary Loan Party on the date of the Credit Agreement is required to enter into the Guarantee Agreement as Guarantor upon becoming such a Subsidiary Loan Party. Upon the execution and delivery, after the date hereof, by the Administrative Agent and such Subsidiary of an instrument in the form of Annex I hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

  • Pursuant to T C.A. § 00-00-000, the Charter School may apply for renewal of this Charter Agreement by application submitted no later than April 1 of the year prior to the year in which this Agreement expires and in accordance with Authorizer renewal rules and policies. This Agreement may be renewed without modification, except for the incorporation by attachment of the approved renewal application. The Parties may also amend this Agreement as part of the renewal process.

  • Pursuant to Section 6 2(a) of the Collateral Agency Agreement and subject to the conditions set forth in Section 13.1(b), the Initial Beneficiary hereby designates a portion of the Closed-End Units included in the Revolving Pool for allocation to a new Reference Pool, referred to as the "20[ ]-[ ] Reference Pool," within the Closed-End Collateral Specified Interest. Upon the effectiveness of this Exchange Note Supplement, the Initial Beneficiary shall direct the Titling Trustee and the Closed-End Collateral Agent to allocate or cause to be identified and allocated on their respective books and records the "20[ ]-[ ] Reference Pool," to be separately accounted for and held in trust independently from any other Asset Pool. Such Reference Pool shall initially include the Closed-End Units identified on Schedule 1 to this Exchange Note Supplement, which Closed-End Units shall belong exclusively to the 20[ ]-[ ] Reference Pool, and all other Titling Trust Assets to the extent related to such Closed-End Units (other than cash which does not constitute Closed-End Collections received after the Cut-Off Date, as specified in Section 13.2(a)(iii)); provided, that, any Closed-End Collections received on or prior to the Cut-Off Date for any such Closed-End Units identified on Schedule 1 shall not be allocated to the 20[ ]-[ ] Reference Pool.

  • Pursuant to A R.S. §35-215, the Consultant and its Subconsultant(s) with intent to defraud, deceive, improperly influence, obstruct or impair an audit being conducted or about to be conducted in relation to any Contract or subcontract with the Department is guilty of a Class 5 Felony.

  • Pursuant to Section 4 01, any amounts collected by a Servicer or the Master Servicer under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the related Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.03. Any cost incurred by the Master Servicer or the related Servicer in maintaining any such insurance (if the Mortgagor defaults in its obligation to do so) shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Sections 4.01 and 4.03.

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