Common use of Tax and Regulatory Matters Clause in Contracts

Tax and Regulatory Matters. No Buyer Entity or, to the Knowledge of Buyer, any Affiliate thereof has taken or agreed to take any action, and Buyer does not have any Knowledge of any agreement, plan or other circumstance, that is reasonably likely to (i) prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code, or (ii) materially impede or delay receipt of any of the Requisite Regulatory Approvals.

Appears in 5 contracts

Samples: Merger Agreement (WSFS Financial Corp), Merger Agreement (Banctrust Financial Group Inc), Merger Agreement (Comerica Inc /New/)

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Tax and Regulatory Matters. No Buyer Seller Entity or, to the Knowledge of BuyerSeller, any Affiliate thereof has taken or agreed to take any action, and Buyer Seller does not have any Knowledge of any agreement, plan or other circumstance, that is reasonably likely to (ia) prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code, Code or (iib) materially impede or delay receipt of any of the Requisite Regulatory Approvals.

Appears in 3 contracts

Samples: Merger Agreement (Spirit of Texas Bancshares, Inc.), Merger Agreement (Simmons First National Corp), Merger Agreement (Spirit of Texas Bancshares, Inc.)

Tax and Regulatory Matters. No Buyer Entity or, to the Knowledge of Buyer, any Affiliate thereof has taken or agreed to take any action, and Buyer does not have any Knowledge of any agreement, plan or other circumstance, that is reasonably likely to (ia) prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code, Code or (iib) materially impede or delay receipt of any of the Requisite Regulatory Approvals.

Appears in 3 contracts

Samples: Merger Agreement (Simmons First National Corp), Merger Agreement (Spirit of Texas Bancshares, Inc.), Merger Agreement (Spirit of Texas Bancshares, Inc.)

Tax and Regulatory Matters. No Buyer Entity or, to the Knowledge of Buyer, or any Affiliate thereof has taken or agreed to take any action, and Buyer does not have action or has any Knowledge of any agreement, plan fact or other circumstance, circumstance that is reasonably likely to (i) prevent the Merger from qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (ii) materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 9.1(b) or result in the imposition of a condition or restriction of the Requisite Regulatory Approvalstype referred to in the last sentence of such Section.

Appears in 2 contracts

Samples: Merger Agreement (Seacoast Banking Corp of Florida), Merger Agreement (Seacoast Banking Corp of Florida)

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Tax and Regulatory Matters. No Buyer Entity or, to the Knowledge of Buyer, any Affiliate thereof has taken or agreed to take any action, and Buyer does not have any Knowledge of any agreement, plan or other circumstance, that is reasonably likely to (ia) prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code, or (iib) materially impede or delay receipt of any of the Requisite Regulatory Approvals.

Appears in 1 contract

Samples: Merger Agreement (Simmons First National Corp)

Tax and Regulatory Matters. No Buyer Entity or, to the Knowledge of Buyer, or any Affiliate thereof has taken or agreed to take any action, and Buyer does not have action or has any Knowledge of any agreement, plan fact or other circumstance, circumstance that is reasonably likely to (i) prevent the Merger from qualifying as a “reorganization” reorganization within the meaning of Section 368(a) of the Internal Revenue Code, or (ii) materially impede or delay receipt of any Consents of Regulatory Authorities referred to in Section 9.1(b) or result in the imposition of a condition or restriction of the Requisite Regulatory Approvalstype referred to in the last sentence of such Section.

Appears in 1 contract

Samples: Merger Agreement (Vicon Industries Inc /Ny/)

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