Reorganization; Approvals. As of the date of this Agreement, Parent 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.
Appears in 3 contracts
Samples: Merger Agreement (Merrill Lynch & Co., Inc.), Merger Agreement (Bank of America Corp /De/), Merger Agreement (Merrill Lynch & Co 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 basis.
Appears in 3 contracts
Samples: Merger Agreement (Chittenden Corp /Vt/), Merger Agreement (People's United Financial, Inc.), Merger Agreement (Countrywide Financial Corp)
Reorganization; Approvals. As of the date of this Agreement, Parent 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 CodeCode other than any action contemplated by Sections 6.11 and 6.12 of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Fidelity National Financial, Inc.), Merger Agreement (Landamerica Financial Group 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 basis without any Materially Burdensome Regulatory Condition.
Appears in 2 contracts
Samples: Merger Agreement (Tierone Corp), Merger Agreement (Tierone Corp)
Reorganization; Approvals. As of the date of this Agreement, Parent 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 CodeCode and the Treasury Regulations promulgated thereunder.
Appears in 1 contract
Samples: Merger Agreement (Pma Capital Corp)