Common use of Financial Reports and SEC Documents; Material Adverse Effect Clause in Contracts

Financial Reports and SEC Documents; Material Adverse Effect. (a) BUC's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SEC, as of the date filed, (a) complied or will comply in all material respects with the applicable requirements under the Exchange Act, and (b) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, to normal year-end audit adjustments and the absence of footnotes. (b) Since December 31, 1998, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events, is reasonably likely to have a material adverse effect with respect to BUC.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCUnited's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC United and its Subsidiaries as of its date, and each of the statements of income or results of operations and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC United and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotes. unaudited statements. (bii) Since December 31, 19981996, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCUnited.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCWachovia's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy other reports, registration statements or information statements filed or to be filed by it or any of its Subsidiaries subsequent to September 30December 31, 1997 1994 under the Securities Act or under Section 1313(a), 13(c), 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, the "SEC DOCUMENTSDocuments") with the SEC), as of the date filed, (aA) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in the light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC Wachovia and its Subsidiaries as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and changes in cash flows, as the case may be, of BUC Wachovia and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981996, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.4 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCWachovia.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCMutual First's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly presentpresent in all material respects, the consolidated financial position of BUC Mutual First and its Subsidiaries as of its date, and each of the statements of income or results of operations and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC Mutual First and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, subject to normal year- end audit adjustments in the case of unaudited financial statements, to normal year-end audit adjustments and the absence of footnotes. (bii) Since December 31, 19981999, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCMutual First.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCFirst Union's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in the light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC First Union and its Subsidiaries as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and changes in cash flows, as the case may be, of BUC First Union and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981996, no event has occurred or fact or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCit.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCUnited's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC United and its Subsidiaries as of its date, and each of the statements of income or results of operations and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC United and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981996, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCUnited.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCThe Buyer's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in the light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such of the Buyer's SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC the Buyer and its Subsidiaries as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such of the Buyer's SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and changes in cash flows, as the case may be, of BUC the Buyer and its Subsidiaries for the periods to which they relate, in each case case, in compliance with applicable accounting requirements and with the published rules of the SEC with respect thereto and in accordance with generally accepted accounting principles GAAP consistently applied during the periods involved, except except, in each case case, as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981996, no event has occurred or fact or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of this Section 5.4 or otherwise), is reasonably likely to have a material an adverse effect with respect to BUCit.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCWachovia's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in the light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC Wachovia and its Subsidiaries as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and changes in cash flows, as the case may be, of BUC Wachovia and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotes. unaudited statements. (bii) Since December 31, 19981996, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCit.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCWachovia's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects as to form with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in the light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC Wachovia and its Subsidiaries as of its date, and each of the statements of income and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and changes in cash flows, as the case may be, of BUC Wachovia and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981996, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCit.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCCOFI's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly present, the consolidated financial position of BUC COFI and its Subsidiaries as of its date, and each of the statements of income or results of operations and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC COFI and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981997, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCCOFI.

Financial Reports and SEC Documents; Material Adverse Effect. (ai) BUCMutual First's Annual Reports on Form 10-K for the fiscal years ended September 30, 1997 and 1998, and all periodic and current reports and definitive proxy statements filed or to be filed by it subsequent to September 30, 1997 under Section 13, 14 or 15(d) of the Exchange Act, in the form filed or to be filed (collectively, "SEC DOCUMENTS") with the SECDocuments, as of the date filed, (aA) complied or will comply in all material respects with the applicable requirements under the Securities Act or the Exchange Act, as the case may be, and (bB) did not and will 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 therein, in light of the circumstances under which they were made, not misleading; and each of the balance sheets or statements of condition contained in or incorporated by reference into any such SEC Document (including the related notes and schedules thereto) fairly presents, or will fairly presentpresent in all material respects, the consolidated financial position of BUC Mutual First and its Subsidiaries as of its date, and each of the statements of income or results of operations and changes in stockholders' equity and cash flows or equivalent statements in such SEC Documents (including any related notes and schedules thereto) fairly presents, or will fairly present, in all material respects, the consolidated results of operations, changes in stockholders' equity and cash flows, as the case may be, of BUC Mutual First and its Subsidiaries for the periods to which they relate, in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except in each case as may be noted therein, subject, in the case of unaudited financial statements, subject to normal year-end audit adjustments and in the absence case of footnotesunaudited statements. (bii) Since December 31, 19981999, no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and eventsevents (described in any paragraph of Section 5.04 or otherwise), is reasonably likely to have a material adverse effect Material Adverse Effect with respect to BUCMutual First.