Reorganization; Approvals. As of the date of this Agreement, Parent (a) is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, and (b) knows of no reason why all regulatory approvals from any Governmental Entity required for the consummation of the transactions contemplated by this Agreement should not be obtained on a timely basis.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Countrywide Financial Corp), Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (Chittenden Corp /Vt/)
Reorganization; Approvals. As of the date of this Agreement, Parent (a) is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, and (b) knows of no reason why all regulatory approvals from any Governmental Entity required for the consummation of the transactions contemplated by this Agreement should not be obtained on a timely basis.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Merrill Lynch & Co Inc), Agreement and Plan of Merger (Bank of America Corp /De/), Agreement and Plan of Merger (Merrill Lynch & Co., Inc.)
Reorganization; Approvals. As of the date of this Agreement, Parent (a) has not taken or agreed to take any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, and (b) knows of no reason why all regulatory approvals from Code other than any Governmental Entity required for the consummation of the transactions action contemplated by Sections 6.11 and 6.12 of this Agreement should not be obtained on a timely basisAgreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Landamerica Financial Group Inc), Agreement and Plan of Merger (Fidelity National Financial, Inc.)
Reorganization; Approvals. As of the date of this Agreement, Parent (a) is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, and (b) knows of no reason why all regulatory approvals from any Governmental Entity required for the consummation of the transactions contemplated by this Agreement should not be obtained on a timely basisbasis without any Materially Burdensome Regulatory Condition.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tierone Corp), Agreement and Plan of Merger (Tierone Corp)
Reorganization; Approvals. As of the date of this Agreement, Parent (a) has not taken or agreed to take any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code, Code and (b) knows of no reason why all regulatory approvals from any Governmental Entity required for the consummation of the transactions contemplated by this Agreement should not be obtained on a timely basisTreasury Regulations promulgated thereunder.
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