Common use of Financial and Other Statements Clause in Contracts

Financial and Other Statements. Notwithstanding anything to the contrary in Section 6.04, during the term of this Agreement, the Seller shall provide to the Buyer the following documents and information: (i) As soon as reasonably available, but in no event more than three (3) days after filing, the Seller will deliver to the Buyer the Seller's Quarterly Call Report as filed with the Federal Reserve and the Seller Bank's Quarterly Call Report as filed with the FDIC for any quarter after the date hereof and prior to the Effective Time. As soon as reasonably available, but in no event more than three (3) days after filing, the Seller will deliver to the Buyer the Seller's Annual Call Report as filed with the Federal Reserve and the Seller Bank's Annual Call Report as filed with the Federal Reserve or the FDIC. The Seller will also deliver to the Buyer, contemporaneously with its being filed with the FDIC, a copy of all Current Call Reports. (ii) As soon as reasonably available, but in no event more than three (3) days after filing with the SEC all reports that are required to be filed by the Seller under the Exchange Act. (iii) Promptly upon receipt thereof, the Seller will furnish to the Buyer copies of all internal control reports submitted to the Seller or the Subsidiaries by independent accountants in connection with each annual, interim or special audit of the books of the Seller or any of the Seller's Subsidiaries made by such accountants. (iv) As soon as practicable, the Seller will furnish to the Buyer copies of all such financial statements and reports as it or any Subsidiary shall send to its stockholders, the FDIC or any other regulatory authority, to the extent any such reports furnished to any such regulatory authority are not confidential and except as legally prohibited thereby. (v) Promptly upon receipt thereof the Seller will (and will cause its Subsidiaries to) furnish to the Buyer copies of each examination report of any federal or state regulatory or examination authority with respect to the condition or activities of the Seller or any of the Subsidiaries, except to the extent prohibited by law. With respect to any examination report the disclosure of which is prohibited by law, the Seller will use all reasonable efforts to obtain authority to deliver to the Buyer copies of such examination report or provide appropriate substitute disclosure arrangements. (vi) With reasonable promptness, the Seller will furnish to the Buyer such additional financial data as the Buyer may reasonably request.

Appears in 2 contracts

Samples: Merger Agreement (First Financial Corp /Ri/), Merger Agreement (Washington Trust Bancorp Inc)

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Financial and Other Statements. Notwithstanding anything to the contrary in Section 6.04, during the term of this Agreement, the Seller Company shall provide to the Buyer Purchaser the following documents and information: (ia) As soon as reasonably available, but in no event more than three (3) 45 days after filingthe end of each fiscal quarter ending after the date of this Agreement, the Seller Company will deliver to the Buyer the Seller's Purchaser its Quarterly Call Report on Form 10-Q as filed with under the Federal Reserve Exchange Act and the Seller Bank's Quarterly Call Report as filed with the FDIC for any quarter after the date hereof and prior to the Effective TimeFDIC. As soon as reasonably available, but in no event more than three (3) 90 days after filingthe end of each fiscal year ending after the date of this Agreement, the Seller Company will deliver to the Buyer the Seller's Purchaser its Annual Call Report on Form 10-K, as filed with under the Federal Reserve and the Seller Bank's Annual Call Report as filed with the Federal Reserve or the FDICExchange Act. The Seller Company will also deliver to the BuyerPurchaser, contemporaneously with its being filed with the FDICSEC, a copy of all Current Call Reports.Reports on Form 8-K. (ii) As soon as reasonably available, but in no event more than three (3) days after filing with the SEC all reports that are required to be filed by the Seller under the Exchange Act. (iiib) Promptly upon receipt thereof, the Seller Company will furnish to the Buyer Purchaser copies of all internal control reports submitted to the Seller Company, the Bank or the their Subsidiaries by independent accountants auditors in connection with each annual, interim or special audit of the books of the Seller Company, the Bank or any of the Seller's Subsidiaries their subsidiaries made by such accountantsauditors. (ivc) As soon as practicable, the Seller Company and the Bank will furnish to the Buyer Purchaser copies of all such financial statements and reports as it they or any Subsidiary of their subsidiaries shall send to its stockholders, the FDIC SEC or any other regulatory authority, to the extent any such reports furnished to any such regulatory authority are not confidential and except as legally prohibited thereby. (vd) Promptly upon receipt thereof the Seller Company will (and will cause its Subsidiaries to) furnish to the Buyer Purchaser copies of each examination report of any federal or state regulatory or examination authority with respect to the condition or activities of the Seller Company, the Bank or any of the Subsidiariestheir subsidiaries, except to the extent prohibited by law. With respect to any examination report the disclosure of which is prohibited by law, the Seller Company and the Bank will use all their reasonable best efforts to obtain authority to deliver to the Buyer Purchaser copies of such examination report report, or to the extent practicable, provide appropriate substitute disclosure arrangements. (vie) With reasonable promptness, the Seller Company and the Bank will furnish to the Buyer Purchaser such additional financial data as the Buyer Purchaser may reasonably request.

Appears in 1 contract

Samples: Merger Agreement (BNH Bancshares Inc)

Financial and Other Statements. Notwithstanding anything to the ------------------------------ contrary in Section 6.048.4, during the term of this Agreement, the Seller KSB, and when required by subsection (f) hereof, Camden, shall provide to each other, in the Buyer manner provided herein, the following documents and information: (ia) As soon as reasonably available, but in no event more than three (3) 45 days after filingthe end of each fiscal quarter ending after the date of this Agreement, the Seller KSB will deliver to the Buyer the Seller's Camden its Quarterly Call Report on Form 10-QSB as filed with under the Federal Reserve Exchange Act and the Seller Bank's Quarterly Call Report as filed with the FDIC for any quarter after the date hereof and prior to the Effective TimeFDIC. As soon as reasonably available, but in no event more than three (3) 90 days after filingthe end of each fiscal year ending after the date of this Agreement, the Seller KSB will deliver to the Buyer the Seller's Camden its Annual Call Report on Form 10- KSB, as filed with under the Federal Reserve and the Seller Bank's Annual Call Report as filed with the Federal Reserve or the FDICExchange Act. The Seller KSB will also deliver to the BuyerCamden, contemporaneously with its being filed with the FDICSEC, a copy of all Current Call ReportsReports on Form 8-KSB. (ii) As soon as reasonably available, but in no event more than three (3) days after filing with the SEC all reports that are required to be filed by the Seller under the Exchange Act. (iiib) Promptly upon receipt thereof, the Seller KSB will furnish to the Buyer Camden copies of all internal control reports submitted to the Seller KSB or the Subsidiaries Bank by independent accountants auditors in connection with each annual, interim or special audit of the books of KSB or the Seller or any of the Seller's Subsidiaries Bank made by such accountantsauditors. (ivc) As soon as practicable, KSB and the Seller Bank will furnish to the Buyer Camden copies of all such financial statements and reports as it or any Subsidiary they shall send to its stockholders, the FDIC SEC or any other regulatory authorityGovernmental Entity, to the extent any such reports furnished to any such regulatory authority Governmental Entity are not confidential and except as legally prohibited thereby. (vd) Promptly upon receipt thereof the Seller KSB will (and will cause notify Camden promptly after its Subsidiaries to) furnish to the Buyer copies receipt of each examination report of any federal or state regulatory or examination authority with respect to the condition or activities of KSB or the Seller or any of the Subsidiaries, except to the extent prohibited by law. With respect to any examination report the disclosure of which is prohibited by law, the Seller will use all reasonable efforts to obtain authority to deliver to the Buyer copies of such examination report or provide appropriate substitute disclosure arrangementsBank. (vie) With reasonable promptness, KSB and the Seller Bank will furnish to the Buyer Camden such additional financial data as the Buyer Camden may reasonably request. (f) As soon as reasonably available, but in no event more than 45 days after the end of each fiscal quarter ending after the date of this Agreement, Camden will deliver to KSB its Quarterly Report on Form 10-Q as filed under the Exchange Act and United Bank's Quarterly Call Report as filed with the FDIC. As soon as reasonably available, but in no event more than 90 days after the end of each fiscal year ending after the date of this Agreement, Camden will deliver to KSB its Annual Report on Form 10-K, as filed under the Exchange Act. Camden will also deliver to KSB, contemporaneously with its being filed with the SEC, a copy of all Current Reports on Form 8-K.

Appears in 1 contract

Samples: Merger Agreement (KSB Bancorp Inc)

Financial and Other Statements. Notwithstanding anything to the contrary in Section 6.048.4, during the term of this Agreement, the Seller KSB, and when required by subsection (f) hereof, Camden, shall provide to each other, in the Buyer manner provided herein, the following documents and information: (ia) As soon as reasonably available, but in no event more than three (3) 45 days after filingthe end of each fiscal quarter ending after the date of this Agreement, the Seller KSB will deliver to the Buyer the Seller's Camden its Quarterly Call Report on Form 10-QSB as filed with under the Federal Reserve Exchange Act and the Seller Bank's Quarterly Call Report as filed with the FDIC for any quarter after the date hereof and prior to the Effective TimeFDIC. As soon as reasonably available, but in no event more than three (3) 90 days after filingthe end of each fiscal year ending after the date of this Agreement, the Seller KSB will deliver to the Buyer the Seller's Camden its Annual Call Report on Form 10-KSB, as filed with under the Federal Reserve and the Seller Bank's Annual Call Report as filed with the Federal Reserve or the FDICExchange Act. The Seller KSB will also deliver to the BuyerCamden, contemporaneously with its being filed with the FDICSEC, a copy of all Current Call ReportsReports on Form 8-KSB. (ii) As soon as reasonably available, but in no event more than three (3) days after filing with the SEC all reports that are required to be filed by the Seller under the Exchange Act. (iiib) Promptly upon receipt thereof, the Seller KSB will furnish to the Buyer Camden copies of all internal control reports submitted to the Seller KSB or the Subsidiaries Bank by independent accountants auditors in connection with each annual, interim or special audit of the books of KSB or the Seller or any of the Seller's Subsidiaries Bank made by such accountantsauditors. (ivc) As soon as practicable, KSB and the Seller Bank will furnish to the Buyer Camden copies of all such financial statements and reports as it or any Subsidiary they shall send to its stockholders, the FDIC SEC or any other regulatory authorityGovernmental Entity, to the extent any such reports furnished to any such regulatory authority Governmental Entity are not confidential and except as legally prohibited thereby. (vd) Promptly upon receipt thereof the Seller KSB will (and will cause notify Camden promptly after its Subsidiaries to) furnish to the Buyer copies receipt of each examination report of any federal or state regulatory or examination authority with respect to the condition or activities of KSB or the Seller or any of the Subsidiaries, except to the extent prohibited by law. With respect to any examination report the disclosure of which is prohibited by law, the Seller will use all reasonable efforts to obtain authority to deliver to the Buyer copies of such examination report or provide appropriate substitute disclosure arrangementsBank. (vie) With reasonable promptness, KSB and the Seller Bank will furnish to the Buyer Camden such additional financial data as the Buyer Camden may reasonably request. (f) As soon as reasonably available, but in no event more than 45 days after the end of each fiscal quarter ending after the date of this Agreement, Camden will deliver to KSB its Quarterly Report on Form 10-Q as filed under the Exchange Act and United Bank's Quarterly Call Report as filed with the FDIC. As soon as reasonably available, but in no event more than 90 days after the end of each fiscal year ending after the date of this Agreement, Camden will deliver to KSB its Annual Report on Form 10-K, as filed under the Exchange Act. Camden will also deliver to KSB, contemporaneously with its being filed with the SEC, a copy of all Current Reports on Form 8-K.

Appears in 1 contract

Samples: Merger Agreement (Camden National Corp)

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Financial and Other Statements. Notwithstanding anything to the contrary in Section 6.048.4, during the term of this Agreement, the Seller KSB, and when required by subsection (f) hereof, Camden, shall provide to each other, in the Buyer manner provided herein, the following documents and information: (ia) As soon as reasonably available, but in no event more than three (3) 45 days after filingthe end of each fiscal quarter ending after the date of this Agreement, the Seller KSB will deliver to Camden its Quarterly Report on Form 10-QSB as filed under the Buyer Exchange Act and the Seller's Bank’s Quarterly Call Report as filed with the Federal Reserve and the Seller Bank's Quarterly Call Report as filed with the FDIC for any quarter after the date hereof and prior to the Effective TimeFDIC. As soon as reasonably available, but in no event more than three (3) 90 days after filingthe end of each fiscal year ending after the date of this Agreement, the Seller KSB will deliver to the Buyer the Seller's Camden its Annual Call Report on Form 10-KSB, as filed with under the Federal Reserve and the Seller Bank's Annual Call Report as filed with the Federal Reserve or the FDICExchange Act. The Seller KSB will also deliver to the BuyerCamden, contemporaneously with its being filed with the FDICSEC, a copy of all Current Call ReportsReports on Form 8-KSB. (ii) As soon as reasonably available, but in no event more than three (3) days after filing with the SEC all reports that are required to be filed by the Seller under the Exchange Act. (iiib) Promptly upon receipt thereof, the Seller KSB will furnish to the Buyer Camden copies of all internal control reports submitted to the Seller KSB or the Subsidiaries Bank by independent accountants auditors in connection with each annual, interim or special audit of the books of KSB or the Seller or any of the Seller's Subsidiaries Bank made by such accountantsauditors. (ivc) As soon as practicable, KSB and the Seller Bank will furnish to the Buyer Camden copies of all such financial statements and reports as it or any Subsidiary they shall send to its stockholders, the FDIC SEC or any other regulatory authorityGovernmental Entity, to the extent any such reports furnished to any such regulatory authority Governmental Entity are not confidential and except as legally prohibited thereby. (vd) Promptly upon receipt thereof the Seller KSB will (and will cause notify Camden promptly after its Subsidiaries to) furnish to the Buyer copies receipt of each examination report of any federal or state regulatory or examination authority with respect to the condition or activities of KSB or the Seller or any of the Subsidiaries, except to the extent prohibited by law. With respect to any examination report the disclosure of which is prohibited by law, the Seller will use all reasonable efforts to obtain authority to deliver to the Buyer copies of such examination report or provide appropriate substitute disclosure arrangementsBank. (vie) With reasonable promptness, KSB and the Seller Bank will furnish to the Buyer Camden such additional financial data as the Buyer Camden may reasonably request. (f) As soon as reasonably available, but in no event more than 45 days after the end of each fiscal quarter ending after the date of this Agreement, Camden will deliver to KSB its Quarterly Report on Form 10-Q as filed under the Exchange Act and United Bank’s Quarterly Call Report as filed with the FDIC. As soon as reasonably available, but in no event more than 90 days after the end of each fiscal year ending after the date of this Agreement, Camden will deliver to KSB its Annual Report on Form 10-K, as filed under the Exchange Act. Camden will also deliver to KSB, contemporaneously with its being filed with the SEC, a copy of all Current Reports on Form 8-K.

Appears in 1 contract

Samples: Merger Agreement (Camden National Corp)

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