Common use of Information for Regulatory Applications and Registration Statement Clause in Contracts

Information for Regulatory Applications and Registration Statement. GBNK shall use its commercially reasonable efforts to promptly furnish IBG with all information concerning GBNK that is requested in writing by IBG and is required for inclusion in any application, statement or document to be made or filed by IBG or its Subsidiaries with any federal or state regulatory authority or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK shall have the right to review in advance, and consult with IBG with respect to all written information submitted to any third party or any federal or state regulatory authority or Governmental Authority in connection with the transactions contemplated by this Agreement, but IBG shall not be required to provide GBNK with confidential portions of any filing with a federal or state regulatory authority or Governmental Authority. Pursuant to Section 6.07 of this Agreement, in exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. (A) GBNK agrees that none of the information supplied or to be supplied by it for inclusion or incorporation by reference in (i) the Registration Statement, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, (ii) the Proxy Statement and any amendment or supplement thereto, at the date(s) of filing and mailing to stockholders and at the time of the GBNK Meeting, and (iii) any other filings made under applicable federal or state banking, securities or other Laws shall contain any untrue statement of a material fact or omit to state any 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. GBNK further agrees that if it shall become aware of any information that would cause any of the statements in the Registration Statement or the Proxy Statement to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to promptly inform IBG thereof and to take the necessary steps to correct the Registration Statement or the Proxy Statement.

Information for Regulatory Applications and Registration Statement. GBNK Legacy shall use its commercially reasonable efforts to promptly furnish IBG Prosperity with all information concerning GBNK Legacy or Legacy Bank that is requested in writing by IBG Prosperity and is required for inclusion in any application, statement or document to be made or filed by IBG Prosperity or its Subsidiaries with any federal or state regulatory authority third party or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK Legacy shall have the right to review in advance, and consult with IBG Prosperity with respect to all written information submitted to any third party or any federal or state regulatory authority or Governmental Authority in connection with the transactions contemplated by this Agreement, but IBG Prosperity shall not be required to provide GBNK Legacy with confidential portions of any filing with a federal or state regulatory authority or Governmental AuthorityRegulatory Agency. Pursuant to Section 6.07 7.02 of this Agreement, in exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicable. (A) GBNK Legacy agrees that none of the information supplied or to be supplied by it for inclusion or incorporation by reference in in: (i) the Registration Statement, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, ; (ii) the Proxy Statement and any amendment or supplement thereto, at the date(s) of filing and mailing to stockholders and at the time of the GBNK Legacy Meeting, ; and (iii) any other filings made under applicable federal or state banking, or securities or other Laws shall contain any untrue statement of a material fact or omit to state any 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. GBNK Legacy further agrees that that, if it shall become aware of any information that would cause any of the statements in the Registration Statement or the Proxy Statement to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to it shall promptly inform IBG Prosperity thereof and to take the necessary steps to correct the Registration Statement or the Proxy Statement.

Information for Regulatory Applications and Registration Statement. GBNK (a) To the extent permitted by applicable Law, IBT shall use its commercially reasonable efforts to promptly furnish IBG VHI with all information concerning GBNK IBT that is requested in writing by IBG and is required for inclusion in any application, statement or document to be made or filed by IBG or its Subsidiaries VHI with any federal or state regulatory or supervisory authority or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK IBT shall prepare and furnish to VHI such information relating to IBT and its directors, officers and shareholders as may be reasonably required to comply with SEC rules and regulations in connection with the Registration Statement. IBT shall fully cooperate with VHI in the filing of any applications or other documents necessary to complete the transactions contemplated by this Agreement. IBT shall cooperate with VHI and VHI’s counsel and accountants in requesting and obtaining appropriate opinions, consents and letters from its financial advisor and independent auditor and in taking such other actions in connection with the Registration Statement and the Proxy Statement. IBT shall have the right to review in advance, and to the extent practicable consult with IBG VHI, in each case subject to applicable Laws relating to the exchange of information, with respect to all written information submitted to any third party or any federal or state regulatory authority or Texas Governmental Authority in connection with the transactions contemplated by this Agreement, but IBG VHI shall not be required to provide GBNK IBT with confidential portions of any filing with a federal or state regulatory authority or Governmental Authority. Pursuant to Section 6.07 of this Agreement, in In exercising the foregoing right, each of the parties hereto IBT agrees to act reasonably and as promptly as practicable. (Ab) GBNK agrees that none None of the information supplied or to be supplied by it IBT for inclusion or incorporation by reference in (i) the Registration Statement, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, (ii) the Proxy Statement and any amendment or supplement thereto, at the date(s) of filing and mailing to stockholders shareholders and at the time of the GBNK IBT Meeting, and (iii) any other filings made under applicable federal or state bankingTexas banking or securities Laws, securities or other Laws shall contain any untrue statement of a material fact or omit to state any 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. GBNK IBT further agrees that if it shall become aware before the Effective Time of any information furnished by such party that would cause any of the statements in the Registration Statement or the Proxy Statement to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to promptly inform IBG VHI thereof and to take the necessary steps to correct the Registration Statement or the Proxy Statement.

Information for Regulatory Applications and Registration Statement. GBNK shall use its commercially reasonable efforts (a) Bancshares shall, promptly following receipt of a written request from SWB, furnish to promptly furnish IBG with SWB all information concerning GBNK Bancshares that is requested in writing by IBG and is required for inclusion in any application, statement or document to be made or filed by IBG or its Subsidiaries SWB with any federal or state regulatory or supervisory authority or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK Bancshares shall have the right to review in advance, and to the extent practicable consult with IBG SWB, with respect to all written information submitted to any third party Bank Regulator or any federal or state regulatory authority or other Governmental Authority Entity in connection with the transactions contemplated by this Agreement; provided, but IBG that SWB shall not be required to provide GBNK Bancshares with any confidential portions of any filing with a federal or state regulatory authority or Governmental Authority. Pursuant to Section 6.07 of this Agreement, in exercising the foregoing right, each of the parties hereto agrees to act reasonably and as promptly as practicablesuch filing. (Ab) GBNK Bancshares agrees that none of the information supplied or relating to be supplied Bancshares and its Subsidiaries that is provided by it Bancshares for inclusion or incorporation by reference in (i) the Registration StatementStatement shall, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, (ii) the Proxy Statement and any amendment or supplement theretoMaterials shall, at the date(s) of filing and mailing to stockholders the Bancshares shareholders and at the time of the GBNK Bancshares Shareholders Meeting, 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 not misleading, and (iii) any other filings filing made under applicable federal or state bankingbanking or securities laws and regulations, securities or other Laws shall contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, therein not misleading. GBNK Bancshares further agrees that if it shall become aware before the effectiveness of the Registration Statement of any information furnished by it that would cause any of the statements in the Registration Statement or the Proxy Statement Materials to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to it will promptly inform IBG SWB thereof and to take the necessary steps to correct assist SWB in correcting the Registration Statement or the Proxy StatementMaterials.

Information for Regulatory Applications and Registration Statement. GBNK (a) To the extent permitted by applicable Law, Target shall use its commercially reasonable efforts to promptly prepare and furnish IBG Buyer with all information concerning GBNK Target (including information relating to its directors, officers and shareholders as may be reasonably required) that is requested in writing by IBG and is required for inclusion in any application, statement or document to be made or filed by IBG or its Subsidiaries Buyer with any federal or state regulatory authority or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK Target shall fully cooperate with Buyer in the filing of any applications, statements or other documents necessary to complete the transactions contemplated by this Agreement. Target shall have the right to review in advance, and to the extent practicable consult with IBG Buyer, in each case subject to applicable Laws relating to the exchange of information, with respect to all written information submitted to any third party or any federal or state regulatory authority or Texas Governmental Authority in connection with the transactions contemplated by this Agreement, but IBG Buyer shall not be required to provide GBNK Target with confidential portions of any filing with a federal or state regulatory authority or Governmental Authority. Pursuant to Section 6.07 of this Agreement, in In exercising the foregoing right, each of the parties hereto Target agrees to act reasonably and as promptly as practicable. (Ab) GBNK Target agrees that none of the information supplied or to be supplied by it Target for inclusion or incorporation by reference in (i) the Registration Statement, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, (ii) the Proxy Statement and any amendment or supplement thereto, at the date(s) of filing and mailing to stockholders shareholders and at the time of the GBNK Target Meeting, and (iii) any other filings made under applicable federal or state bankingTexas banking or securities Laws, securities or other Laws shall contain any untrue statement of a material fact or omit to state any 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. GBNK Target further agrees that if it shall become aware before the effectiveness of the Registration Statement of any information furnished by such party that would cause any of the statements in the Registration Statement or the Proxy Statement to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to promptly inform IBG Buyer thereof and to take the necessary steps to correct the Registration Statement or the Proxy Statement.

Information for Regulatory Applications and Registration Statement. GBNK FPHI shall use its commercially reasonable efforts to promptly furnish IBG IBKC with all information concerning GBNK FPHI that is requested in writing by IBG and is required for inclusion in any application, statement or document to be made or filed by IBG or its Subsidiaries IBKC with any federal or state regulatory or supervisory authority or Governmental Authority in connection with the transactions contemplated by this Agreement during the pendency of this Agreement. GBNK FPHI shall have the right to review in advance, and to the extent practicable consult with IBG IBKC, in each case subject to applicable laws relating to the exchange of information, with respect to all written information submitted to any third party or any federal or state regulatory authority or Governmental Authority supervisory authority in connection with the transactions contemplated by this Agreement, but IBG IBKC shall not be required to provide GBNK FPHI with confidential portions of any filing with a federal or state regulatory authority or Governmental Authority. Pursuant to Section 6.07 of this Agreement, in In exercising the foregoing right, each of the parties hereto FPHI agrees to act reasonably and as promptly as practicable. (A) GBNK A. FPHI agrees that none of the information supplied or to be supplied by it for inclusion or incorporation by reference in (i) the Registration Statement, at the time the Registration Statement and each amendment or supplement thereto, if any, is filed and becomes effective under the Securities Act, (ii) the Proxy Statement and any amendment or supplement theretothereto shall, at the date(s) of filing and mailing to stockholders shareholders and at the time of the GBNK FPHI Meeting, and (iii) any other filings made under applicable federal or state bankingbanking or securities laws and regulations, securities or other Laws shall contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, therein not misleading. GBNK FPHI further agrees that if it shall become aware of any information furnished by FPHI that would cause any of the statements in the Registration Statement or the Proxy Statement to be false or misleading with respect to any material fact, or to omit to state any material fact necessary to make the statements therein not false or misleading, to promptly inform IBG IBKC thereof and to take the necessary steps to correct the Registration Statement or the Proxy Statement.