Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller relating to Seller and the Seller Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. All information concerning Seller and its directors, officers, shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (M&t Bank Corp), Agreement and Plan of Reorganization (M&t Bank Corp), Agreement and Plan of Reorganization (Premier National Bancorp Inc)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Xxxxxx Shareholders’ Meeting to vote upon the Mergerapproval of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Xxxxxx relating to Seller and the Seller Xxxxxx or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller Xxxxxx and its directors, officers, and shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 Sections 5.2 or 5.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community Bank System Inc), Agreement and Plan of Merger (Community Bank System Inc)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller FNB shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller FNB relating to Seller FNB and the Seller FNB Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. .All information concerning Seller FNB and its directors, officers, shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (FNB Rochester Corp), Agreement and Plan of Reorganization (M&t Bank Corp)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Merchants Stockholder Meeting to vote upon the Mergeradoption of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Community relating to Seller and the Seller Community or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller Community and its directors, officers, shareholders and any Subsidiaries stockholders included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 4.5 or 4.8 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community Bank System, Inc.), Agreement and Plan of Merger (Merchants Bancshares Inc)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Oneida Shareholders’ Meeting to vote upon the Mergerapproval of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Oneida relating to Seller and the Seller Oneida or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller Oneida and its directors, officers, and shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 5.2 or 5.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Oneida Financial Corp.), Agreement and Plan of Merger (Community Bank System, Inc.)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Xxxxxx Shareholders’ Meeting to vote upon the Mergerapproval of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller CBSI relating to Seller and the Seller CBSI or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller CBSI and its directors, officers, and shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 Sections 5.2 or 5.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community Bank System Inc), Agreement and Plan of Merger (Community Bank System Inc)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Merchants Stockholder Meeting to vote upon the Mergeradoption of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Merchants relating to Seller and the Seller Merchants or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller Merchants and its directors, officers, shareholders and any Subsidiaries stockholders included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 4.5 or 4.8 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community Bank System, Inc.), Agreement and Plan of Merger (Merchants Bancshares Inc)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller FNB shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller M&T relating to Seller M&T and the Seller M&T Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. All information concerning Seller M&T and its directors, officers, shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (M&t Bank Corp), Agreement and Plan of Reorganization (FNB Rochester Corp)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Purchaser relating to Seller Purchaser and the Seller Purchaser Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. All information concerning Seller Purchaser and its directors, officers, shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 6.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Community Banks Inc /Pa/)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting Steuben Shareholder Meeting to vote upon the Mergeradoption of this Agreement, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Community relating to Seller and the Seller Community or any of its Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein therein, in the light of the circumstances under which they were made, not misleading. All information concerning Seller Community and its directors, officers, shareholders and any Subsidiaries stockholders included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 4.5 or 4.8 of this Agreement shall be true, correct and complete in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Community Bank System, Inc.)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller Purchaser relating to Seller Purchaser and the Seller Purchaser Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. All information concerning Seller Purchaser and its directors, officers, shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (M&t Bank Corp)
Certain Information. When the Registration Statement or any post-effective amendment thereto shall become effective, and at all times subsequent to such effectiveness up to and including the time of the Seller shareholders' meeting to vote upon the Merger, such Registration Statement and all amendments or supplements thereto, with respect to all information set forth or incorporated by reference therein furnished by Seller relating to Seller and the Seller Subsidiaries, (i) shall comply in all material respects with the applicable provisions of the Securities Laws, and (ii) shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading. All information concerning Seller and its directors, officers, officers and shareholders and any Subsidiaries included (or submitted for inclusion) in any application and furnished by it pursuant to Section 4.3 6.3 of this Agreement shall be true, correct and complete in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Community Banks Inc /Pa/)