Shareholder Approval and Reasonable Best Efforts. (a) GNB shall duly call a meeting of its shareholders (“GNB Shareholders’ Meeting”) at such time as may be mutually agreed to be the parties for the purpose of considering and approving the Agreement and all other matters necessary to consummate the transactions contemplated by the Agreement. The Board of Directors of GNB will recommend to its shareholders the approval of this Agreement and the transactions contemplated hereby and GNB will use its commercially reasonable best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby. (b) If the transaction is approved by the GNB shareholders, GNB shall, subject to Section 5.6, take all commercially reasonable action to aid and assist in the consummation of the Merger, and will use its best efforts to take or cause to be taken all other actions necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including such actions as Texas United reasonably considers necessary, proper or advisable in connection with filing applications and registration statements with, or obtaining approvals from, all regulatory authorities having jurisdiction over the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Texas United Bancshares Inc), Merger Agreement (Texas United Bancshares Inc)
Shareholder Approval and Reasonable Best Efforts. (a) GNB Texas United shall duly call a meeting of its shareholders (“GNB Texas United Shareholders’ Meeting”) at such time as may be mutually agreed to be the parties for the purpose of considering and approving the Agreement and all other matters necessary to consummate the transactions contemplated by the Agreement. The Board of Directors of GNB Texas United will recommend to its shareholders the approval of this Agreement Agreement, the issuance of the shares of Texas United Common Stock and the transactions contemplated hereby and GNB Texas United will use its commercially reasonable best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby.
(b) If the transaction is approved by the GNB Texas United shareholders, GNB shall, subject to Section 5.6, Texas United shall take all commercially reasonable action to aid and assist in the consummation of the Merger, and will use its reasonable best efforts to take or cause to be taken all other actions necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including such actions as Texas United reasonably considers which are necessary, proper or advisable in connection with filing applications and registration statements with, or obtaining approvals from, all regulatory authorities having jurisdiction over the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Texas United Bancshares Inc), Agreement and Plan of Merger (Texas United Bancshares Inc)