Sole Agreement to Merge or Sell Sample Clauses

Sole Agreement to Merge or Sell. The Company is not a party to any other merger or business combination agreement, letter of intent, agreement of sale, or other agreement obligating it to sell the Branch, or to sell any of the Assets or the stock of the Company or to allow it to merge with, or to be acquired in any other manner by, any other entity or person, that, in each case, would prevent the sale of the Branch by the Company to the Purchaser.
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Sole Agreement to Merge or Sell. The Target and the Target ------------------------------- Shareholders have not been or become a party to any merger or business combination agreement, letter of intent, agreement of sale, or other agreement obligating Target or any of its subsidiaries or Target Shareholders to sell or authorize the sale or transfer of Target Shares or any of its subsidiaries, or to allow Target or any of its subsidiaries to merge or consolidate with, or to be acquired in any other manner by, any entity or person other than Purchaser.
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Sole Agreement to Merge or Sell. The Sellers, PBI and the Bank are not parties to any other purchase, merger or business combination agreement, letter of intent, agreement of sale, or other agreement obligating it or them to sell or authorize the sale of assets or stock of PBI or the Bank or to allow PBI or the Bank to merge with, or to be acquired in any other manner by, any other entity or person or to any other discussions concerning any direct or indirect acquisition or purchase of shares of PBI or the Bank.
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Sole Agreement to Merge or Sell. After the execution hereof, Sellers shall not, either on behalf of themselves or PBI or the Bank, solicit inquiries with respect to any other purchase, merger or business combination agreement, letter of intent, agreement of sale or other agreement obligating Sellers, PBI or the Bank to sell or authorize the sale (other than in the ordinary course of business) of PBI Stock, assets or stock of PBI or the Bank or allowing PBI or the Bank to merge or combine with, or to be acquired in any other manner by, any other person or entity.
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Sole Agreement to Merge or Sell. Except as required ------------------------------- by applicable law, rules, or regulations (including the fiduciary duties of the TCB and TCF directors under applicable law), no TCB Company has been, is, will become, or will be allowed to become, a party to any merger or business combination agreement, letter of intent, agreement of sale, or other agreement obligating any TCB Company to sell or authorize the sale or transfer of any capital stock , or to allow any TCB Company to merge or consolidate with, or to be acquired in any other manner by, any entity or person other than Citco. Until such time, if any, as this Agreement is terminated pursuant to Section 10, except as required by applicable law, rules, or regulations (including the fiduciary duties of the TCB and TCF directors under applicable law), the TCB Companies will not, and will cause each of their representatives or agents not to, directly or indirectly solicit, initiate, or encourage any inquiries or proposals from, discuss or negotiate with, provide any non-public information to, or consider the merits of any unsolicited inquiries or proposals from, any Person (other than Citco) relating to any transaction involving the sale of the business or assets (other than in the ordinary course of business) of any TCB Company, or any of the capital stock of any TCB Company, or any merger, consolidation, business combination, or similar transaction involving any TCB Company.
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Sole Agreement to Merge or Sell. The Bank, has not been, is not, will not become, or will not be allowed to become, a party to any merger or business combination agreement, letter of intent, agreement of sale, or other agreement obligating the Bank or any of its subsidiaries to sell or authorize the sale or transfer of the Bank Stock, or any of the Bank’s subsidiaries, or to allow the Bank or any of its subsidiaries to merge or consolidate with, or to be acquired in any other manner by, any entity or person other than Buyer BHC and Buyer Bank, except as described in Section 6(k).
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Related to Sole Agreement to Merge or Sell

  • Agreement to Merge The parties to this Agreement agree to effect the Merger herein provided for, subject to the terms and conditions set forth herein.

  • Agreement to Sell 1.1 Seller hereby agrees to sell the Project to Purchaser, and Purchaser hereby agrees to purchase the Project from Seller, in accordance with the terms and subject to the conditions hereinafter set forth.

  • Agreement to Sell and Purchase Subject to and in accordance with the terms and conditions of this Agreement, Buyer agrees to purchase the Assets from Seller, and Seller agrees to sell the Assets to Buyer.

  • Agreement to Purchase and Sell On the terms and subject to the conditions set forth in this Agreement, each Originator, severally and for itself, agrees to sell to the Buyer, and the Buyer agrees to purchase from such Originator, from time to time on or after the Closing Date, but before the Purchase and Sale Termination Date (as defined in Section 1.4), all of such Originator’s right, title and interest in and to:

  • Amendment to Merger Agreement The Merger Agreement shall be amended as follows:

  • Agreement to Sell and Buy Subject to the terms and conditions set forth in this Agreement, Seller hereby agrees to transfer and deliver to Buyer on the Closing Date, and Buyer agrees to purchase, all of the Assets, free and clear of any claims, liabilities, mortgages, liens, pledges, conditions, charges, or encumbrances of any nature whatsoever (except for those permitted in accordance with Section 2.5, 3.5 or 3.6 below), more specifically described as follows:

  • When Company May Merge or Transfer Assets (a) The Company shall not consolidate with or merge with or into, or convey, transfer or lease, in one transaction or a series of transactions, directly or indirectly, all or substantially all its assets to, any Person, unless:

  • Agreement to Purchase and Sell Stock Subject to the terms and conditions of this Agreement, the Company agrees to sell to each of the Investors at the Closing (as defined below), and each of the Investors agrees to purchase from the Company at the Closing, the number of shares of the Company's Common Stock set forth opposite such Investor's name on the Schedule of Investors (collectively, the "Shares") at a price of $39.00 per share.

  • Agreement to Sell and Contribute on the Closing Date On the terms and subject to the conditions set forth in this Agreement, Santander Consumer does hereby irrevocably sell, transfer, assign, contribute and otherwise convey to the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of Santander Consumer’s right, title and interest in, to and under the Receivables, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment substantially in the form of Exhibit A delivered on the Closing Date (collectively, the “Purchased Assets”). The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by the Purchaser of any obligation of the Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

  • Agreement to Guaranty The New Guarantor hereby agrees, jointly and severally with all the existing Guarantors, to unconditionally guarantee the Issuer’s obligations under the Securities and the Indenture on the terms and subject to the conditions set forth in Article 13 of the Indenture and to be bound by all other applicable provisions of the Indenture and the Securities.

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