Regulatory Filings; No Defaults. (1) No consents or approvals of, or filings or registrations with, any Governmental Authority or other third party are required to be made or obtained by Sellers or the Bank in connection with the execution, delivery or performance by Sellers of the Transaction Documents to which they are a party, or to effect the transactions contemplated thereby (including with respect to the transfers provided for in Section 4.12), except for (A) the filing of any required applications, filings or notices with the U.S. Department of Justice, Federal Reserve, the North Carolina Office of the Commissioner of Banks, the Office of the Comptroller of the Currency and approval of or non-objection to such applications, filings and notices; (B) applications, filings or notices pursuant to the securities or blue sky laws of the various states with respect to the Stock Sale; and (C) such other consents, approvals, filings or registrations the failure of which to be obtained would not, individually or in the aggregate, reasonably be likely to have a Seller Material Adverse Effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (PNC Financial Services Group Inc)
Regulatory Filings; No Defaults. (1) No consents or approvals of, or filings or registrations with, any Governmental Authority or other third party are required to be made or obtained by Sellers or the Bank Purchaser in connection with the execution, delivery or performance by Sellers Purchaser of the Transaction Documents to which they are it is a party, or to effect the transactions contemplated thereby (including with respect to the transfers provided for in Section 4.12)thereby, except for (A) the filing of any required applications, filings or notices with the U.S. Department of Justice, Federal Reserve, the Office of the Comptroller of the Currency, the North Carolina Office of the Commissioner of Banks, the Office of the Comptroller of the Currency Banks and approval of or non-objection to such applications, filings and notices; (B) applications, filings or notices pursuant to the securities or blue sky laws of the various states with respect to the issuance of the Stock SaleConsideration hereunder; and (C) such other consents, approvals, filings or registrations the failure of which to be obtained would not, individually or in the aggregate, reasonably be likely to have a Seller Purchaser Material Adverse Effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (PNC Financial Services Group Inc)