Common use of Reservation of Right to Revise Transaction Clause in Contracts

Reservation of Right to Revise Transaction. Notwithstanding any other provision of this Agreement, Golden State may at any time change the method of effecting the acquisition of RedFed by Golden State and RedFed shall cooperate in such efforts, including to provide for a merger of RedFed with and into Golden State, or to provide for mergers among certain of the subsidiaries of Golden State and RedFed to occur substantially simultaneously with, or promptly following, the Effective Time; provided, however, that no such change shall (a) alter or change the amount or kind of consideration to be issued to holders of RedFed Common Stock (as defined in Section 3.3(c)) as provided for in this Agreement (the "Merger Consideration"), (b) adversely affect the tax treatment to RedFed's stockholders as a result of receiving the Merger Consideration or (c) materially delay receipt of any approval referred to in Section 6.1(b) or the consummation of the transactions contemplated by this Agreement. ARTICLE II.

Appears in 2 contracts

Sources: Merger Agreement (Golden State Bancorp Inc), Merger Agreement (Redfed Bancorp Inc)

Reservation of Right to Revise Transaction. Notwithstanding any other provision of this Agreement, Golden State may at any time change the method of effecting the acquisition of RedFed CENFED by Golden State (and RedFed CENFED shall cooperate in such efforts), including to provide for a merger of RedFed CENFED with and into Golden State, or to provide for mergers among certain of the subsidiaries Subsidiaries of Golden State and RedFed CENFED to occur substantially simultaneously with, or promptly following, the Effective Time; provided, however, that no such change shall (a) alter or change the amount or kind of consideration to be issued to holders of RedFed CENFED Common Stock (as defined in Section 3.3(c)) as provided for in this Agreement (the "Merger Consideration"), (b) adversely affect the proposed accounting treatment for the Merger or the tax treatment to RedFedCENFED's stockholders as a result of receiving the Merger Consideration or (c) materially delay receipt of any approval referred to in Section 6.1(b) or the consummation of the transactions contemplated by this Agreement. ARTICLE II.

Appears in 1 contract

Sources: Merger Agreement (Golden State Bancorp Inc)