Common use of Termination of the Merger Clause in Contracts

Termination of the Merger. This Agreement may be terminated at any time before the Merger becomes effective if any condition specified in Section 4 has not been fulfilled within a reasonable period of time (as determined by a majority of the Board of Directors of any of the parties), or prior to the Effective Date, a majority of the members of the Board of Directors of any of the parties hereto has determined that: (a) The number of shares of Sturgis Common Stock voting against the Merger makes consummation of the Merger inadvisable; (b) Any action, suit, proceeding or claim relating to the Merger described herein has been instituted, made or threatened which makes consummation of the Merger inadvisable; or (c) For any other reason consummation of the Merger is inadvisable. Upon termination, this Agreement shall be void and of no further effect, and there shall be no liability by reason of this Agreement or the termination thereof on the part of the parties or their respective directors, officers, employees, agents or shareholders.

Appears in 1 contract

Sources: Plan of Reorganization and Merger Agreement (Sturgis Bancorp Inc)

Termination of the Merger. This Agreement may be terminated at any time before the Merger becomes effective if If any condition specified in Section 4 has 4.1 ------------------------- cannot been fulfilled within a reasonable period of time (as determined by a majority of the Board of Directors of any of the parties)be fulfilled, or or, prior to the Effective Date, a majority of the members of the Board of Directors of any of the parties hereto has determined that: (a) The number of shares of Sturgis Common Stock common stock of the Bank voting against the Merger Merger, makes its consummation of the Merger inadvisable;; or (b) Any action, suit, proceeding or claim relating to the Merger described herein has been institutedMerger, made whether initiated or threatened which threatened, makes consummation of the such Merger inadvisable; or (c) For Consummation of the merger described herein is inadvisable for any other reason consummation reason; then, this Agreement may be terminated by any of the Merger is inadvisableparties hereto, whether before or after shareholder and other approvals have been obtained in satisfaction of the conditions precedent set forth in Section 4.1. Upon as such termination, this Agreement shall be void and of no further effect, and there shall be no liability by reason of this Agreement or the termination thereof on the part of any of the parties hereto or their respective directors, officers, employees, agents or shareholders.

Appears in 1 contract

Sources: Plan of Reorganization and Merger Agreement (Pacific Mercantile Bancorp)

Termination of the Merger. This Agreement may be terminated at any time before In the Merger becomes effective if event that any condition specified in Section 4 has Paragraph 4.1 hereof cannot been fulfilled within a reasonable period of time (as determined by a majority of the Board of Directors of any of the parties)be fulfilled, or prior to the Effective Date, a majority of the members of Date the Board of Directors of any of the parties hereto has determined thatreaches any of the following determinations: (a) The number of shares of Sturgis Common Stock common stock of the Bank voting against the Merger merger described herein makes consummation of the Merger such inadvisable;; or (b) Any action, suit, proceeding or claim relating to the Merger merger described herein has been institutedherein, made whether initiated or threatened which threatened, makes consummation of the Merger such merger inadvisable; or (c) For Consummation of the merger described herein is inadvisable for any other reason consummation of the reason; then this Merger is inadvisableAgreement shall terminate. Upon termination, this Merger Agreement shall be void and of no further effect, and there shall be no liability by reason of this Merger Agreement or the termination thereof hereof on the part of any of the parties hereto or their respective directors, officers, employees, agents or shareholders.

Appears in 1 contract

Sources: Plan of Reorganization and Merger Agreement (Coast Bancorp)

Termination of the Merger. This Agreement may be terminated at any time before the Merger becomes effective if If any condition specified in Section 4 Paragraph 4.1 has not been fulfilled within a reasonable period of time (as determined by a majority of the Board of Directors of any of the parties)fulfilled, or prior to the Effective Date, Date a majority of the members of the Board of Directors of any of the parties hereto has determined that: (a) The number of shares of Sturgis Bank Common Stock voting against the Merger merger makes consummation of the Merger merger inadvisable;; or (b) Any action, suit, proceeding or claim relating to the Merger merger described herein has been instituted, made or threatened which makes consummation of the Merger merger inadvisable; or (c) For any other reason consummation of the Merger merger is inadvisable; then this Agreement may be terminated at any time before the merger becomes effective. Upon termination, this Agreement shall be void and of no further effect, and there shall be no liability by reason of this Agreement or the termination thereof on the part of the parties or their respective directors, officers, employees, agents or shareholders.

Appears in 1 contract

Sources: Plan of Reorganization and Merger Agreement (East West Bancorp Inc)

Termination of the Merger. This Agreement may be terminated at any time before In the Merger becomes effective if event that any condition specified in Section 4 has Paragraph 4.1 hereof cannot been fulfilled within a reasonable period of time (as determined by a majority of the Board of Directors of any of the parties)be fulfilled, or prior to the Effective Date, a majority of the members of Date the Board of Directors of any of the parties hereto has determined thatreaches any of the following determinations: (a) The number of shares of Sturgis Common Stock common stock of the Bank voting against the Merger merger described herein makes consummation of the Merger such merger inadvisable;; or (b) Any action, suit, proceeding or claim relating to the Merger merger described herein has been institutedherein, made whether initiated or threatened which threatened, makes consummation of the Merger such merger inadvisable; or (c) For Consummation of the merger described herein is inadvisable for any other reason consummation of the reason; then this Merger is inadvisableAgreement shall terminate. Upon termination, this Merger Agreement shall be void and of no further effect, and there shall be no liability by reason of this Merger Agreement or the termination thereof hereof on the part of any of the parties hereto or their respective directors, officers, employees, agents or shareholders.

Appears in 1 contract

Sources: Merger Agreement (Tehama Bancorp)