Common use of Shareholder Approval and Reasonable Best Efforts Clause in Contracts

Shareholder Approval and Reasonable Best Efforts. (a) Texas United will, as promptly as practicable, take all steps under applicable laws and its Articles of Incorporation and Bylaws to call, give notice of, convene and hold a meeting of its shareholders at such time as may be mutually agreed to be the parties for the purpose of considering and approving the Agreement and the transactions contemplated hereby and for such other purposes consistent with the complete performance of this Agreement as may be necessary or desirable. The Board of Directors of Texas United will recommend to its shareholders the approval of this Agreement, the issuance of the shares of Texas United Common Stock and the transactions contemplated hereby and Texas United will use its best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby. (b) As promptly as practicable after the date hereof, but in no event later than seventy-five (75) days after the date of this Agreement, Texas United will prepare and file all necessary applications with the Federal Reserve and any other appropriate regulatory authorities having jurisdiction over the transactions contemplated by this Agreement. Texas United shall take all 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 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 1 contract

Samples: Agreement and Plan of Reorganization (Texas United Bancshares Inc)

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Shareholder Approval and Reasonable Best Efforts. (a) Texas United Gateway will, as promptly as practicable, take all steps under applicable laws and its Articles of Incorporation and Bylaws to call, give notice of, convene and hold a meeting of its shareholders at such time as may be mutually agreed to be the parties for the purpose of considering and approving the Agreement and the transactions contemplated hereby and for such other purposes consistent with the complete performance of this Agreement as may be necessary or desirable, including, without limitation, for the purpose of obtaining approval of the shareholders of Gateway of the contingent payment with respect to 30,000 shares of phantom stock issued pursuant to the Gateway Phantom Stock Plan. The Board of Directors of Texas United Gateway will recommend to its shareholders the approval of this Agreement, the issuance of the shares of Texas United Common Stock Agreement and the transactions contemplated hereby hereby, and Texas United Gateway will use its best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby. (b) As promptly as practicable after If this Agreement is approved by the date hereofGateway shareholders, but in no event later than seventy-five (75) days after the date of this AgreementGateway shall, Texas United will prepare and file all necessary applications with the Federal Reserve and any other appropriate regulatory authorities having jurisdiction over the transactions contemplated by this Agreement. Texas United shall subject to Section 5.6, take all 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 which are 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 1 contract

Samples: Agreement and Plan of Reorganization (Texas United Bancshares Inc)

Shareholder Approval and Reasonable Best Efforts. (a) Texas United Northwest will, as promptly as practicable, take all steps under applicable laws and its Articles of Incorporation and Bylaws to call, give notice of, convene and hold a meeting of its shareholders the Northwest Shareholder Meeting at such time as may be mutually agreed to be the parties for the purpose of considering and approving the Agreement and the transactions contemplated hereby and for such other purposes consistent with the complete performance of this Agreement as may be necessary or desirable. The Board of Directors of Texas United Northwest will recommend to its shareholders the approval of this Agreement, the issuance of the shares of Texas United Common Stock Agreement and the transactions contemplated hereby hereby, and Texas United Northwest will use its best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby. Northwest shall ensure that the Northwest Shareholder Meeting is called, noticed, convened, held and conducted, and that all proxies solicited in connection with the Northwest Shareholder Meeting are solicited, in compliance with all applicable laws. (b) As promptly as practicable after If this Agreement is approved by the date Northwest shareholders, Northwest shall, subject to Section 5.6 hereof, but in no event later than seventy-five (75) days after the date of this Agreement, Texas United will prepare and file all necessary applications with the Federal Reserve and any other appropriate regulatory authorities having jurisdiction over the transactions contemplated by this Agreement. Texas United shall take all 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 which are 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 1 contract

Samples: Merger Agreement (Texas United Bancshares Inc)

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Shareholder Approval and Reasonable Best Efforts. (a) Texas First United will, as promptly soon as practicablepracticable following acceptance of Bancshares’ regulatory applications for processing, use its reasonable best efforts to take all steps under applicable laws and its Articles of Incorporation and Bylaws to call, give notice of, convene and hold a meeting of its shareholders at such time as may be mutually agreed to be by the parties for the purpose of considering and approving the this Agreement and all other matters necessary to consummate the transactions contemplated hereby and for such other purposes consistent with the complete performance of by this Agreement as may be necessary or desirableAgreement. The Board of Directors of Texas First United will recommend to its shareholders the approval of this Agreement, the issuance of the shares of Texas United Common Stock Agreement and the transactions contemplated hereby and Texas First United will use its reasonable best efforts to obtain the necessary approvals by its shareholders of this Agreement and the transactions contemplated hereby. (b) As promptly as practicable after If the date hereoftransaction is approved by the First United shareholders, but in no event later than seventy-five (75) days after the date of this Agreement, Texas United will prepare and file all necessary applications with the Federal Reserve and any other appropriate regulatory authorities having jurisdiction over the transactions contemplated by this Agreement. Texas First United shall take all reasonable action to aid and assist in the consummation of the Merger, Mergers 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 which are as Bancshares reasonably considers necessary, proper or advisable in connection with filing applications and registration statements with, or obtaining approvals from, all regulatory authorities governmental entities having jurisdiction over the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Metrocorp Bancshares Inc)

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