Common use of Adverse Proceedings, Injunction, Etc Clause in Contracts

Adverse Proceedings, Injunction, Etc. There shall not be (i) any order, decree or injunction of any court or agency of competent jurisdiction which enjoins or prohibits either of the Mergers or any of the other transactions described herein or any of the Parties hereto from consummating any such transaction, (ii) any pending or threatened investigation of either of the Mergers or any of such other transactions by the Federal Reserve, the Commissioner, the FDIC, or any actual or threatened litigation under federal antitrust laws relating to either of the Mergers or any other such transaction, (iii) any suit, action or proceeding by any person (including any governmental, administrative or regulatory agency), pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit NCBC, NCBC Bank, Select or Select Bank from consummating either of the Mergers or carrying out any of the terms or provisions of this Agreement, or (iv) any other suit, claim, action or proceeding pending or threatened against NCBC, NCBC Bank, Select or Select Bank or any of their respective officers or directors which shall reasonably be considered by NCBC, NCBC Bank, Select or Select Bank to be materially burdensome in relation to either of the proposed Mergers or materially adverse in relation to the financial condition, results of operations, prospects, businesses, assets, loan portfolio, investments, properties or operations of NCBC, NCBC Bank, Select or Select Bank, and which has not been dismissed, terminated or resolved to the satisfaction of all Parties hereto within ninety (90) days of the institution or threat thereof.

Adverse Proceedings, Injunction, Etc. There shall not be be: (i) any ------------------------------------ order, decree or injunction of any court or agency of competent jurisdiction which enjoins or prohibits either of the Mergers Merger, the Bank Merger or any of the other transactions described herein in this Agreement or any of the Parties parties hereto from consummating any such transaction, ; (ii) any pending or threatened investigation of either of the Mergers Merger, the Bank Merger or any of such other transactions by the Federal Reserve, the Commissioner, the FDICUnited States Department of Justice, or any actual or threatened litigation under federal antitrust laws relating to either of the Mergers Merger, the Bank Merger or any other such transaction, ; (iii) any suit, action or proceeding by any person or entity (including any governmental, administrative or regulatory agency), pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit NCBCYadkin, NCBC Bank, Select High Country or Select Bank HC Financial from consummating either of the Mergers Merger or the Bank Merger or carrying out any of the terms or provisions of this Agreement, ; or (iv) any other suit, claim, action or proceeding pending or threatened against NCBCYadkin, NCBC Bank, Select High Country or Select Bank HC Financial or any of their respective officers or directors which shall reasonably be considered by NCBCYadkin, NCBC Bank, Select High Country or Select Bank HC Financial to be materially burdensome in relation to either of the proposed Mergers Merger or Bank Merger or materially adverse in relation to the financial condition, results of operations, prospects, businesses, assets, loan portfolio, investments, properties or operations of NCBC, NCBC Bank, Select or Select Bankany party hereto, and which has not been dismissed, terminated or resolved to the satisfaction of all Parties parties hereto within ninety (90) 90 days of the institution or threat thereof.

Adverse Proceedings, Injunction, Etc. There shall not be (iI) ------------------------------------ any order, decree or injunction of any court or agency of competent jurisdiction which enjoins or prohibits either of the Mergers Merger or any of the other transactions described herein or any of the Parties parties hereto from consummating any such transaction, (iiII) any pending or threatened investigation of either of the Mergers Merger or any of such other transactions by the Federal Reserve, the Commissioner, the FDICUnited States Department of Justice, or any actual or threatened litigation under federal antitrust laws relating to either of the Mergers Merger or any other such transaction, (iiiIII) any suit, action or proceeding by any person (including any governmental, administrative or regulatory agency), pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit NCBC, NCBC Bank, Select First Savings or Select Bank BancShares from consummating either of the Mergers Merger or carrying out the Merger or the Bank Merger or any of the terms or provisions of this Agreement, or (ivIV) any other suit, claim, action or proceeding pending or threatened against NCBC, NCBC Bank, Select First Savings or Select Bank BancShares or any of their respective officers or directors which shall reasonably be considered by NCBC, NCBC Bank, Select First Savings or Select Bank BancShares to be materially burdensome in relation to either of the proposed Mergers Merger or Bank Merger or materially adverse in relation to the financial condition, results of operations, prospects, businesses, assets, loan portfolio, investments, properties or operations of NCBC, NCBC Bank, Select or Select Bankeither such corporation, and which has not been dismissed, terminated or resolved to the satisfaction of all Parties parties hereto within ninety (90) 90 days of the institution or threat thereof.

Adverse Proceedings, Injunction, Etc. There shall not be (i) any order, decree or injunction of any court or agency of competent jurisdiction which enjoins or prohibits either any of the Mergers Merger, the Bank Merger or any of the other transactions described herein or any of the Parties hereto from consummating any such transaction, (ii) any pending or threatened investigation of either any of the Mergers Merger, the Bank Merger or any of such other transactions by the Federal Reserve, the Commissioner, the FDIC, or any actual or threatened litigation under federal antitrust laws relating to either of the Mergers Merger or any other such transactionthe Bank Merger, (iii) any suit, action or proceeding by any person (including any governmental, administrative or regulatory agency), pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit NCBCSLCT, NCBC Select Bank, Select PARA or Select Target Bank from consummating either of the Mergers Merger or the Bank Merger or carrying out any of the terms or provisions of this Agreement, or (iv) any other suit, claim, action or proceeding pending or threatened against NCBCSLCT, NCBC Select Bank, Select PARA or Select Target Bank or any of their respective officers or directors which shall reasonably be considered by NCBCSLCT, NCBC Select Bank, Select PARA or Select Target Bank to be materially burdensome in relation to either of the proposed Mergers Merger or the Bank Merger or materially adverse in relation to the financial condition, results of operations, prospects, businesses, assets, loan portfolio, investments, properties or operations of NCBCSLCT, NCBC Select Bank, Select PARA or Select Target Bank, and which has not been dismissed, terminated or resolved to the satisfaction of all Parties hereto within ninety (90) days of the institution or threat thereof.

Adverse Proceedings, Injunction, Etc. There shall not be (i) any order, decree or injunction of any court or agency of competent jurisdiction which enjoins or prohibits either of the Mergers Merger, the Bank Merger or any of the other transactions described herein in this Agreement or any of the Parties parties hereto from consummating any such transaction, ; (ii) any pending or threatened investigation of either of the Mergers Merger, the Bank Merger or any of such other transactions by the Federal Reserve, the Commissioner, the FDICUnited States Department of Justice, or any actual or threatened litigation under federal antitrust laws relating to either of the Mergers Merger, the Bank Merger or any other such transaction, ; (iii) any suit, action or proceeding by any person (including any governmental, administrative or regulatory agency), pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit NCBCYadkin, NCBC Bank, Select Piedmont or Select Bank Main Street from consummating either of the Mergers Merger or the Bank Merger or carrying out any of the terms or provisions of this Agreement, ; or (iv) any other suit, claim, action or proceeding pending or threatened against NCBCYadkin, NCBC Bank, Select Piedmont or Select Bank Main Street or any of their respective officers or directors which shall reasonably be considered by NCBCYadkin, NCBC Bank, Select Piedmont or Select Bank Main Street to be materially burdensome in relation to either of the proposed Mergers Merger or Bank Merger or materially adverse in relation to the financial condition, results of operations, prospects, businesses, assets, loan portfolio, investments, properties or operations of NCBC, NCBC Bank, Select or Select Bankany party hereto, and which has not been dismissed, terminated or resolved to the satisfaction of all Parties parties hereto within ninety (90) 90 days of the institution or threat thereof.