Common use of Reserves and Merger-Related Costs Clause in Contracts

Reserves and Merger-Related Costs. GLB agrees to consult with FNFG with respect to its loan, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves). FNFG and GLB shall also consult with respect to the character, amount and timing of restructuring charges to be taken by each of them in connection with the transactions contemplated hereby and shall take such charges as FNFG shall reasonably request and which are not inconsistent with GAAP, provided that no such actions need be effected until FNFG shall have irrevocably certified to GLB that all conditions set forth in Article IX to the obligation of FNFG to consummate the transactions contemplated hereby (other than the delivery of certificates or opinions) have been satisfied or, where legally permissible, waived.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Great Lakes Bancorp, Inc.), Agreement and Plan of Merger (First Niagara Financial Group Inc)

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Reserves and Merger-Related Costs. GLB HRB agrees to consult with FNFG with respect to its loan, litigation and real estate valuation policies and practices (including loan classifications and levels of reserves). FNFG and GLB HRB shall also consult with respect to the character, amount and timing of restructuring charges to be taken by each of them in connection with the transactions contemplated hereby and shall take such charges as FNFG shall reasonably request and which are not inconsistent with GAAP, provided that no such actions need be effected until FNFG shall have irrevocably certified to GLB HRB that all conditions set forth in Article IX to the obligation of FNFG to consummate the transactions contemplated hereby (other than the delivery of certificates or opinions) have been satisfied or, where legally permissible, waived.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hudson River Bancorp Inc), Agreement and Plan of Merger (First Niagara Financial Group Inc)

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