Takeover Laws; Dissenters Rights. It has taken all necessary action to exempt the transactions contemplated by this Plan from, or the transactions contemplated by this Plan are otherwise exempt from, the requirements of any “moratorium,” “control share,” “fair price,” “affiliate transaction,” “control transaction,” “business combination” or other anti-takeover laws and regulations (collectively, the “Takeover Laws”) of the State of Florida, including, without limitation, Sections 607.0901 and 607.0902, Florida Statutes.
Takeover Laws; Dissenters Rights. Prime has taken all action required to be taken by it in order to exempt this Agreement, the Option Agreement and the transactions contemplated by each from, and this Agreement, the Option Agreement and the transactions contemplated by each are exempt from, the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "control transaction", business combination" or other antitakeover laws and regulations of the Commonwealth of Pennsylvania, including, without limitation, Chapter 25 of the Pennsylvania Law except Subchapter F, which is applicable.
Takeover Laws; Dissenters Rights. Subject to the continuing accuracy of Mutual First's representation in Section 5.04(p), this Agreement and the transactions contemplated hereby are not subject to the requirements of any "moratorium," "control share", "fair price", "affiliate transactions", "business combination" or other antitakeover laws and regulations of any state, including the provisions of Section 23-1-42 and 21-1- 43 of Indiana law ("Takeover Laws") applicable to Xxxxxx or any Xxxxxx Subsidiary. Subject to the continuing accuracy of Mutual First's representation in Section 5.04(p), the provisions of Article 12 of the Xxxxxx Articles do not apply to the entering into of this Agreement and the transactions contemplated hereby, including the Company Merger. Holders of Xxxxxx Common Stock will not have dissenters' rights in connection with the Company Merger.
Takeover Laws; Dissenters Rights. This Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby are not subject to the requirements of any "moratorium," "control share", "fair price", "affiliate transactions", "business combination" or other antitakeover laws and regulations of any state, including the provisions of Section 203 of the DGCL ("Takeover Laws") applicable to Alliance or any Alliance Subsidiary.
Takeover Laws; Dissenters Rights. In the case of Bancorp, it has taken all action required to be taken by it in order to exempt this Plan and the transactions contemplated hereby and thereby, from, and this Plan and the transactions contemplated hereby and thereby are exempt from, the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "control transaction", "business combination" or other antitakeover laws and regulations (collectively, the "Takeover Laws") of the State of New Jersey including, without limitation, Article 14A:10A of the NJBCA. Holders of Bancorp Common Stock shall not, and holders of Skylands Common Stock shall have, dissenters' or appraisal rights in connection with the execution of this Plan or the consummation of any of the transactions contemplated hereby.
Takeover Laws; Dissenters Rights. Subject to the continuing accuracy of COFI's representation in Section 5.04(q), this Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby are not subject to the requirements of any "moratorium," "control share", "fair price", "affiliate transactions", "business combination" or other antitakeover laws and regulations of any state, including the provisions of Section 203 of the DGCL ("Takeover Laws") applicable to ALBANK or any ALBANK Subsidiary. Subject to the continuing accuracy of COFI's representation in Section 5.04 (q), the provisions of Article EIGHTH of the ALBANK Certificate do not apply to the entering into of this Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby, including the Company Merger. Subject to the fulfillment of the conditions of Section 262(b) of the DGCL, holders of ALBANK Common Stock will not have dissenters' rights in connection with the Company Merger.
Takeover Laws; Dissenters Rights. Headlands has taken all -------------------------------- action required to be taken by it in order to exempt this Plan, the Stock Option Agreement and the transactions contemplated hereby and thereby from, and this Plan, the Stock Option Agreement and the transactions contemplated hereby and thereby are exempt from, the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "business combination" or other antitakeover laws and regulations of any state (collectively, "Takeover Laws"), including, without limitation, the State of California. Holders of Headlands Common Stock do not have dissenters' or appraisal rights in connection with the execution of this Plan or the consummation of any of the transactions contemplated hereby.
Takeover Laws; Dissenters Rights. Each AFI Entity has taken all necessary action to exempt the transactions contemplated by this Agreement from, or if necessary to challenge the validity or applicability of, the requirements of any “moratorium,” “control share,” “fair price,” “affiliate transaction,” “control transaction,” “business combination” or other anti-takeover Laws (collectively, the “Takeover Laws”) of the State of Florida.
Takeover Laws; Dissenters Rights. Century has taken all action -------------------------------- required to be taken by it in order to exempt this Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby from, and this Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby are exempt from, the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "business combination" or other antitakeover laws and regulations of any state applicable to Century (collectively, "Takeover Laws"), including, without limitation, Section 2.03 of the DGCL.
Takeover Laws; Dissenters Rights. NMBT has taken all action required to be taken by it in order to exempt this Agreement, the Option Agreement and the transactions contemplated by each from, and this Agreement, the Option Agreement and the transactions contemplated by each are exempt from, the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "control transaction", business combination" or other antitakeover (i) laws and regulations of the State of Delaware, or (ii) provisions in the Amended and Restated Certificate of Incorporation or By-Laws of NMBT. Holders of NMBT Stock do not have dissenters' or appraisal rights in connection with the execution of this Agreement or the consummation of any of the transactions contemplated hereby.
