Common use of Shareholder Litigation Clause in Contracts

Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party the opportunity to participate (at such other’s party’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party shall agree to settle any such litigation without the other party’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party shall not be obligated to consent to any settlement which does not include a full release of such other party and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 8 contracts

Samples: Merger Agreement (CenterState Bank Corp), Merger Agreement (SOUTH STATE Corp), Merger Agreement (CenterState Bank Corp)

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Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party the opportunity to participate (at such other’s other party’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right a reasonable opportunity to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party shall agree to settle any such litigation without the other party’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party shall not be obligated to consent to any settlement which does not include a full release of such other party and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 3 contracts

Samples: Merger Agreement (Cadence Bancorporation), Merger Agreement (Iberiabank Corp), Merger Agreement (First Horizon National Corp)

Shareholder Litigation. Each party Party shall give the other party Party prompt notice of any shareholder litigation against such party Party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party Party the opportunity to participate (at such other’s partyParty’s expense) in the defense or settlement of any such litigation. Each party Party shall give the other the right to review and comment on all filings or responses to be made by such party Party in connection with any such litigation, and will in good faith take such comments into account. No party Party shall agree to settle any such litigation without the other partyParty’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, provided that the other party Party shall not be obligated to consent to any settlement which does not include a full release of such other party Party and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 2 contracts

Samples: Merger Agreement (HomeStreet, Inc.), Merger Agreement (Firstsun Capital Bancorp)

Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party the opportunity to participate (at such other’s party’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party shall agree to settle any such litigation without the other party’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; delayed; provided, that the other party shall not be obligated to consent to any settlement which does not include a full release of such other party and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 2 contracts

Samples: Merger Agreement (CBTX, Inc.), Merger Agreement (Allegiance Bancshares, Inc.)

Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party the opportunity to participate (at such other’s party’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party shall agree to settle any such litigation without the other party’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party shall not be obligated to consent to any settlement which does not include a full release of such other party and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity Corporation or any of its affiliates.

Appears in 2 contracts

Samples: Merger Agreement (Columbia Banking System, Inc.), Merger Agreement (Umpqua Holdings Corp)

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Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and GWB shall give the other party FIBK the opportunity to participate (at such other’s partyFIBK’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party GWB shall not agree to settle any such litigation without the other partyFIBK’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party FIBK shall not be obligated to consent to any settlement which does not include a full release of such other party FIBK and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 2 contracts

Samples: Merger Agreement (Great Western Bancorp, Inc.), Merger Agreement (First Interstate Bancsystem Inc)

Shareholder Litigation. Each party shall give the other party prompt notice of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and shall give the other party the opportunity to participate (at such other’s party’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party shall agree to settle any such litigation without the other party’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party shall not be obligated to consent to any settlement which does not include a full release of such other party and its affiliates Affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity Corporation or any of its affiliatesAffiliates.

Appears in 1 contract

Samples: Merger Agreement (Dime Community Bancshares Inc)

Shareholder Litigation. Each party shall give the other party prompt notice in writing of any shareholder litigation against such party or its directors or officers relating to the transactions contemplated by this Agreement, and the Company shall give the other party Parent the opportunity to participate (at such other’s partyParent’s expense) in the defense or settlement of any such litigation. Each party shall give the other the right a reasonable opportunity to review and comment on all filings or responses to be made by such party in connection with any such litigation, and will in good faith take such comments into account. No party The Company shall not agree to settle any such litigation without the other partyParent’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, that the other party Parent shall not be obligated to consent to any settlement which does not include a full release of such other party Parent and its affiliates or which imposes an injunction or other equitable relief after the Effective Time upon the Surviving Entity or any of its affiliates.

Appears in 1 contract

Samples: Merger Agreement (People's United Financial, Inc.)

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