Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 9 contracts
Samples: Merger Agreement (Flag Financial Corp), Merger Agreement (Lakeview Financial Corp /Nj/), Merger Agreement (Eagle Bancshares Inc)
Third Party Consents. All consents or and approvals of all persons, other than Governmental Authorities, Persons required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on Acquiror or the Surviving CorporationCompany or to materially adversely affect the consummation of the Merger.
Appears in 6 contracts
Samples: Merger Agreement (Superior Silver Mines Inc), Merger Agreement (Applied Digital Solutions Inc), Merger Agreement (Digital Angel Corp)
Third Party Consents. All consents or approvals of all persons, Persons (other than Governmental Authorities, ) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, a Company Material Adverse Effect on the Surviving CorporationEffect.
Appears in 5 contracts
Samples: Merger Agreement (Northeast Bancorp /Me/), Merger Agreement (Danvers Bancorp, Inc.), Merger Agreement (Beverly National Corp)
Third Party Consents. All consents or approvals of all personsPersons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger transactions contemplated hereby to occur at the Closing shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to havewould not, individually or in the aggregate, have a Material Adverse Effect on the Surviving Corporation.Effect;
Appears in 5 contracts
Samples: Transaction Agreement (Credit Suisse Group), Transaction Agreement (Credit Suisse First Boston Usa Inc), Transaction Agreement (Credit Suisse Group)
Third Party Consents. All consents or approvals of all persons, Persons (other than Governmental Authorities, Entities) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, a Material Adverse Effect on PNC or the Surviving CorporationCompany.
Appears in 4 contracts
Samples: Merger Agreement (Riggs National Corp), Merger Agreement (PNC Financial Services Group Inc), Agreement and Plan of Merger (Riggs National Corp)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Company Merger and the Subsidiary Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving CorporationCHC and its subsidiaries, taken as a whole.
Appears in 3 contracts
Samples: Merger Agreement (City Holding Co), Merger Agreement (Community Financial Corp /Va/), Merger Agreement (City Holding Co)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Company Merger and the Subsidiary Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving CorporationCorporation and its Subsidiaries, taken as a whole.
Appears in 3 contracts
Samples: Merger Agreement (Lincoln Bancorp /In/), Agreement and Plan of Reorganization (Montgomery Financial Corp), Agreement and Plan of Reorganization (First Shares Bancorp Inc)
Third Party Consents. All consents or approvals of all persons, persons (other than Governmental Authorities, Entities) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hudson United Bancorp), Merger Agreement (Hudson United Bancorp), Agreement and Plan of Merger (Hudson United Bancorp)
Third Party Consents. All consents or approvals of all persons, persons (other than the Governmental Authorities, Approvals referenced in Section 4.1(c) hereof) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect material adverse effect on Republic as the Surviving CorporationCorporation as the parties hereto shall reasonably and in good faith agree.
Appears in 3 contracts
Samples: Merger Agreement (D&n Financial Corp), Merger Agreement (Republic Bancorp Inc), Merger Agreement (Republic Bancorp Inc)
Third Party Consents. All consents or approvals of all persons, Persons (other than Governmental Authorities, Entities) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the financial condition or results of operations of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Mid Am Inc), Agreement and Plan of Merger (Citizens Bancshares Inc /Oh/)
Third Party Consents. All consents or approvals of all persons, other than non-Governmental Authorities, Entities required for or to be obtained in connection with the execution, delivery Merger and performance of the other transactions contemplated by this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless except where the failure to obtain any such consent consents or approval is not reasonably likely to have, approvals individually or in the aggregate, aggregate would not have a Material Adverse Effect on the Surviving CorporationCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Zygo Corp), Merger Agreement (Bio Technology General Corp)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Company or the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Stockwalk Com Group Inc), Merger Agreement (Stockwalk Com Group Inc)
Third Party Consents. All consents or approvals of all persons, Persons (other than Governmental Authorities, ) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger and the Bank Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, a Company Material Adverse Effect on the Surviving CorporationEffect.
Appears in 2 contracts
Samples: Merger Agreement (Camden National Corp), Merger Agreement (Union Bankshares Co/Me)
Third Party Consents. All consents or approvals of all persons, Persons -------------------- (other than Governmental Authorities, Entities) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to haveapproval, individually or in the aggregate, would not result in a Material Adverse Effect on the Surviving CorporationCorporation or the Surviving Bank.
Appears in 2 contracts
Samples: Merger Agreement (Gould Investors L P), Merger Agreement (BFS Bankorp Inc)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or to be obtained in connection with the execution, delivery Merger and performance of the other transactions contemplated by this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless except where the failure to obtain any such consent consents or approval is not reasonably likely to haveapprovals, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect on the Surviving CorporationCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Netratings Inc), Agreement and Plan of Reorganization (Netratings Inc)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Company Merger and the Subsidiary Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.Corporation and its subsidiaries, taken as a whole. (d)
Appears in 1 contract
Samples: Merger Agreement (City Holding Co)
Third Party Consents. All consents or approvals of all persons, other than Governmental AuthoritiesAuthorities (except to the extent that such Governmental Authorities are acting in the capacity of Insurer or Investor), required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Combination (North American Mortgage Co)
Third Party Consents. All consents or approvals of all personsPersons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Company or the Surviving Corporation.
Appears in 1 contract
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on First Indiana or the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Somerset Group Inc)
Third Party Consents. All consents or approvals of all persons, -------------------- other than Governmental AuthoritiesAuthorities (except to the extent that such Governmental Authorities are acting in the capacity of Insurer or Investor), required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Combination (Dime Bancorp Inc)
Third Party Consents. All consents or approvals of all persons, other -------------------- than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 1 contract
Third Party Consents. All consents or approvals of all personsPersons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect adverse effect on the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (First National Bancshares Inc/ Fl/)
Third Party Consents. All consents or approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.
Appears in 1 contract
Third Party Consents. All consents or approvals of all persons, persons (other than Governmental Authorities, Regulatory Authorities and the shareholders of each of Republic and ExecuFirst) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Surviving Corporation.Republic or ExecuFirst;
Appears in 1 contract
Third Party Consents. All consents or approvals of all persons, Persons (other than Governmental Authorities, Entities) required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is would not reasonably likely be expected to have, individually or in the aggregate, aggregate a Material Adverse Effect on the Surviving CorporationBuyer or Seller.
Appears in 1 contract
Samples: Merger Agreement (Boston Private Financial Holdings Inc)
Third Party Consents. All consents or and approvals of all persons, other than Governmental Authorities, required for or in connection with the execution, delivery and performance of this Agreement and the consummation of the Merger shall have been obtained and shall be in full force and effect, unless the failure to obtain any such consent or approval is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on the Company or the Surviving CorporationEntity.
Appears in 1 contract
Samples: Agreement Regarding Plan of Reorganization (Granite Falls Community Ethanol Plant LLC)