Common use of Specific Performance; Remedies; Attorneys’ Fees Clause in Contracts

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer shall have the right to inform any third party that Buyer reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer set forth in this Agreement may give rise to claims by Buyer against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer FBMS to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer FBMS if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer FBMS will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer FBMS has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s FBMS’ seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer FBMS shall have the right to inform any third party that Buyer FBMS reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer FBMS hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer FBMS set forth in this Agreement may give rise to claims by Buyer FBMS against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder Stockholder acknowledges that it is a condition to the willingness of Buyer CenterState to enter into the Merger Agreement that Shareholder Stockholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer CenterState if Shareholder Stockholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer CenterState will not have an adequate remedy at law or in equitylaw. Accordingly, Shareholder Stockholder agrees that injunctive relief or other equitable remedy relief is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer CenterState has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholdernotice to Stockholder, Buyer CenterState shall have the right to inform any third party that Buyer CenterState reasonably believes to be, or to be contemplating, participating with Shareholder Stockholder or receiving from Shareholder Stockholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer CenterState hereunder, and that participation by any such persons third party with Shareholder Stockholder in activities in violation of ShareholderStockholder’s agreement with Buyer CenterState set forth in this Agreement may give rise to claims by Buyer CenterState against such third party. All expenses incurred in connection with this Agreement and the transactions contemplated by this Agreement shall be paid by the party incurring such expenses.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer BFC to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer BFC if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer BFC will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer BFC has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerBFC’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer BFC shall have the right to inform any third party that Buyer BFC reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer BFC hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer BFC set forth in this Agreement may give rise to claims by Buyer BFC against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer CenterState to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer CenterState if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer CenterState will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer CenterState has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerCenterState’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer CenterState shall have the right to inform any third party that Buyer CenterState reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer CenterState hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer CenterState set forth in this Agreement may give rise to claims by Buyer CenterState against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer HCBF to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer HCBF if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer HCBF will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer HCBF has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerHCBF’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer HCBF shall have the right to inform any third party that Buyer HCBF reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer HCBF hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer HCBF set forth in this Agreement may give rise to claims by Buyer HCBF against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer will not have an adequate remedy at law or in equitylaw. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer shall have the right to inform any third party that Buyer reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer set forth in this Agreement may give rise to claims by Buyer against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer CenterState to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer CenterState if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer CenterState will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer CenterState has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with notice to Shareholder, Buyer CenterState shall have the right to inform any third party that Buyer CenterState reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer CenterState hereunder, and that participation by any such persons third party with Shareholder in activities in violation of Shareholder’s agreement with Buyer CenterState set forth in this Agreement may give rise to claims by Buyer CenterState against such third party. All expenses incurred in connection with this Agreement and the transactions contemplated by this Agreement shall be paid by the party incurring such expenses.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer SMBK to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer SMBK if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer SMBK will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer SMBK has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s SMBK seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer SMBK shall have the right to inform any third party that Buyer SMBK reasonably believes to be, or to be contemplating, participating with Shareholder Shareholder, or receiving from Shareholder assistance assistance, in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer SMBK hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer SMBK set forth in this Agreement may give rise to claims by Buyer SMBK against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer FBMS to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer FBMS if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer FBMS will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer FBMS has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s FBMS' seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer FBMS shall have the right to inform any third party that Buyer FBMS reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer FBMS hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s 's agreement with Buyer FBMS set forth in this Agreement may give rise to claims by Buyer FBMS against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer HSBI to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer HSBI if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer HSBI will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer HSBI has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerHSBI’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer HSBI shall have the right to inform any third party that Buyer HSBI reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer HSBI hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer HSBI set forth in this Agreement may give rise to claims by Buyer HSBI against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer DBI to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer DBI if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer DBI will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer DBI has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerDBI’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer DBI shall have the right to inform any third party that Buyer DBI reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer DBI hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer DBI set forth in this Agreement may give rise to claims by Buyer DBI against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer CBAN to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer CBAN if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer CBAN will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer CBAN has an adequate remedy at lawLaw. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerCBAN’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer CBAN shall have the right to inform any third party that Buyer CBAN reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer CBAN hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer CBAN set forth in this Agreement may give rise to claims by Buyer CBAN against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder Stockholder acknowledges that it is a condition to the willingness of Buyer to enter into the Merger Agreement that Shareholder Stockholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer if Shareholder Stockholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer will not have an adequate remedy at law or in equitylaw. Accordingly, Shareholder Stockholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer has an adequate remedy at law. Shareholder Stockholder further agrees that Shareholder Stockholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with ShareholderStockholder, Buyer shall have the right to inform any third party that Buyer reasonably believes to be, or to be contemplating, participating with Shareholder Stockholder or receiving from Shareholder Stockholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer hereunder, and that participation by any such persons with Shareholder Stockholder in activities in violation of ShareholderStockholder’s agreement with Buyer set forth in this Agreement may give rise to claims by Buyer against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer BayCom to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer BayCom if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer BayCom will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and Shareholder will not oppose the granting of such relief on the basis that Buyer BayCom has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s BayCom’ seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer BayCom shall have the right to inform any third party that Buyer BayCom reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer BayCom hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer BayCom set forth in this Agreement may give rise to claims by Buyer BayCom against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer PEB to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer PEB if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer PEB will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and Shareholder will not oppose the granting of such relief on the basis that Buyer PEB has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s PEB seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer PEB shall have the right to inform any third party that Buyer PEB reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer PEB hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer PEB set forth in this Agreement may give rise to claims by Buyer PEB against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness of Buyer HEOP to enter into the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer HEOP if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer HEOP will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer HEOP has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with BuyerHEOP’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Buyer HEOP shall have the right to inform any third party that Buyer HEOP reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer HEOP hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Buyer HEOP set forth in this Agreement may give rise to claims by Buyer HEOP against such third party.

Specific Performance; Remedies; Attorneys’ Fees. Shareholder acknowledges that it is a condition to the willingness consummation of Buyer to enter into the transactions contemplated by the Merger Agreement that Shareholder execute and deliver this Agreement and that it will be impossible to measure in money the damage to Buyer if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Buyer will not have an adequate remedy at law or in equitylaw. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy relief is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Buyer has an adequate remedy at law. Shareholder further agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Buyer’s seeking or obtaining such equitable relief. In addition, after discussing the matter with notice to Shareholder, Buyer shall have the right to inform any third party that Buyer reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Buyer hereunder, and that participation by any such persons third party with Shareholder in activities in violation of Shareholder’s agreement with Buyer set forth in this Agreement may give rise to claims by Buyer against such third party. All expenses incurred in connection with this Agreement and the transactions contemplated by this Agreement shall be paid by the party incurring such expenses.