(c) William Penn will advise Mid Penn promptly of the receipt of any written examination report of any Bank Regulator with respect to the condition or activities of William Penn or any of the William Penn Subsidiaries, but nothing provided for herein shall require William Penn to disclose confidential supervisory information or to provide copies of such reports to Mid Penn to the extent such disclosure is legally prohibited. (d) With reasonable promptness, William Penn will furnish to Mid Penn such additional financial data that William Penn possesses and as Mid Penn may reasonably request, including without limitation, detailed monthly financial statements, loan reports and William Penn Regulatory Reports. 6.3. Maintenance of Insurance. William Penn shall maintain, and cause each William Penn Subsidiary to maintain, insurance in such amounts as are reasonable to cover such risks as are customary in relation to the character and location of their properties and the nature of their business, consistent with past practice. 6.4. Disclosure Supplements. From time to time prior to the Effective Time, William Penn will promptly supplement or amend the William Penn Disclosure Schedule delivered in connection herewith with respect to any matter hereafter arising that, if existing, occurring or known at the date of this Agreement, would have been required to be set forth or described in such William Penn Disclosure Schedule or that is necessary to correct any information in such William Penn Disclosure Schedule that has been rendered materially inaccurate thereby. No supplement or amendment to such William Penn Disclosure Schedule shall have any effect for the purpose of determining satisfaction of the conditions set forth in Article IX. 6.5. Consents and Approvals of Third Parties. William Penn shall use commercially reasonable efforts to obtain as soon as practicable all consents and approvals necessary or desirable for the consummation of the transactions contemplated by this Agreement. 6.6. Commercially Reasonable Efforts. Subject to the terms and conditions herein provided, William Penn agrees to use commercially reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement; provided, however, such efforts do not significantly decrease the benefits of the transaction to William Penn. 6.7. Failure to Fulfill Conditions. In the event that William Penn determines that a condition to its obligation to complete the Merger cannot be fulfilled and that it will not waive that condition, it will promptly notify Mid Penn. 6.8. No Other Bids and Related Matters. (a) From and after the date hereof until the termination of this Agreement, except as otherwise expressly permitted in this Agreement, William Penn shall not, and shall not authorize, permit or cause any William Penn Subsidiary, and shall use its reasonable best efforts to cause its and their respective officers, directors, employees, investment bankers, financial advisors, attorneys, accountants, consultants, Affiliates and other agents (collectively, the “William Penn Representatives”) not to, directly or indirectly, (i) initiate, solicit, induce or encourage, or take any action to facilitate the making of, any inquiry, offer or proposal which constitutes or could reasonably be expected to lead to a William Penn Acquisition Proposal; (ii) respond to any inquiry relating to a A-49
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