Common use of Submission to Shareholders Clause in Contracts

Submission to Shareholders. Heartland shall cause to be duly called and held, on a date selected by Heartland with the approval of Banterra, a special meeting of its shareholders (the "Heartland Shareholders' Meeting") for submission of this Agreement and the Merger for approval of such Heartland shareholders as required by the Illinois Corporate Law. In connection with the Heartland Shareholders' Meeting, (i) Banterra and AcquisitionCo shall cooperate and assist Heartland in preparing and filing a Proxy Statement (the "Proxy Statement") with the S.E.C., and Heartland shall mail the Proxy Statement to its shareholders, (ii) Banterra and AcquisitionCo shall furnish Heartland all information concerning themselves that Heartland may reasonably request in connection with such Proxy Statement, and (iii) the Board of Directors of Heartland (subject to compliance with its fiduciary duties as advised by counsel) shall recommend to its shareholders the approval of this Agreement and the Merger contemplated by this Agreement and use its best efforts to obtain such shareholder approval.