Common use of Restructuring Efforts Clause in Contracts

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.17) to the Company’s shareholders for approval.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Two River Bancorp)

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Restructuring Efforts. If either the Company or Parent shall have failed to obtain the Requisite Company Vote or the Requisite Parent Vote at the duly convened Company Meeting or Parent Meeting, as applicable, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein contemplated by this Agreement (it being understood that neither party shall have any obligation to alter or change any material terms, including the Merger Consideration, the amount or kind of the consideration to be issued to holders of the capital stock of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) shareholders and/or resubmit this Agreement or and/or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.15) to the Company’s its respective shareholders for approval).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Franklin Financial Network Inc.), Agreement and Plan of Merger (FB Financial Corp)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting Meeting, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its commercially reasonable best efforts to negotiate a restructuring of the transaction provided for herein contemplated by this Agreement (it being understood that neither party shall have any obligation to alter or change any material terms, including the Exchange Ratio, the amount or kind of the consideration to be issued to holders of the capital stock of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders respective shareholders or shareholdersstockholders, as applicable) and/or resubmit this Agreement or and/or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.15) to the Company’s shareholders of the Company for approval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (State Bank Financial Corp), Agreement and Plan of Merger (Cadence Bancorporation)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicablestockholders) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.17) to the Company’s shareholders stockholders for approval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Partners Bancorp), Agreement and Plan of Merger (Oceanfirst Financial Corp)

Restructuring Efforts. If either the Company or Parent shall have failed to obtain the Requisite Company Vote or the Requisite Parent Vote at the duly convened Company Meeting or Parent Meeting, as applicable, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of the capital stock of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.16) to the Company’s its respective shareholders for approval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp), Agreement and Plan of Merger (Cape Bancorp, Inc.)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or 000-0000-0000/10/AMERICAS postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including without limitation the amount or kind of the consideration to be issued to holders of the capital stock of Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.15) to the Company’s Company shareholders for approvaladoption.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Commonwealth Financial Corp /Pa/)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicablestockholders) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.16) to the Company’s shareholders stockholders for approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp)

Restructuring Efforts. If either the Company or Parent shall have failed to obtain the Requisite Company Vote or the Requisite Parent Vote at the duly convened Company Meeting or Parent Meeting, as applicable, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of the capital stock of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders shareholders or adversely affect the Tax treatment of the Integrated Mergers with respect to the Company’s shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.17) to the Company’s its respective shareholders for approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oceanfirst Financial Corp)

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Restructuring Efforts. If either the Company or Parent shall have failed to obtain the Requisite Company Vote or the Requisite Parent Vote at the duly convened Company Meeting or Parent Meeting, as applicable, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of the capital stock of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.17) to the Company’s its respective shareholders for approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ocean Shore Holding Co.)

Restructuring Efforts. If the Company shall have failed to obtain the Requisite Company Vote shareholder approval of this Agreement and the transactions contemplated hereby, including without limitation the Amendment, at the duly convened Company Shareholders Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties Parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of the Company Common Capital Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicablestockholders) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.9) to the Company’s shareholders for approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Princeton Bancorp, Inc.)

Restructuring Efforts. If the Company Xxxx shall have failed to obtain the Requisite Company Vote shareholder approval of this Agreement and the transactions contemplated hereby at the duly convened Company Noah Shareholders Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of Company Common Stock the Xxxx Xxxxxx as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicablestockholders) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.9) to the CompanyXxxx’s shareholders for approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Princeton Bancorp, Inc.)

Restructuring Efforts. If Without limiting Section 8.1(e), if the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting Meeting, or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein transactions contemplated by this Agreement (it being understood that neither party none of the parties shall have any obligation to alter or change any material terms, including the Merger Consideration, the amount or kind of the consideration to be issued to holders of the capital stock or equity rights of the Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicablethe Company’s stockholders) and/or resubmit this Agreement or and/or the transactions contemplated hereby (or as restructured pursuant to this Section 6.176.12) to the Company’s shareholders for adoption or approval, as applicable, by its stockholders.

Appears in 1 contract

Samples: Agreement and Plan of Merger (EverBank Financial Corp)

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