Common use of Information in Disclosure Documents, Registration Statement, Etc Clause in Contracts

Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in the registration statement to be filed with the Securities and Exchange Commission (the "Commission") by FirstMerit on Form S-4 (or any other appropriate form) under the Securities Act of 1933, as amended (the "Securities Act") for the purpose of registering the shares of FirstMerit Common Stock to be issued in the Merger (the "Registration Statement") will, at the time it becomes effective and at the time of the Security First Meeting (as hereinafter defined), contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in any prospectus/proxy statement or information statement or notice of FirstMerit and Security First, or any amendments or supplements thereto, required to be mailed to Security First's shareholders in connection with the Merger (the "Proxy" or "Proxy Statement") will, at the time of the mailing of the Proxy Statement, and at the time of the Security First Meeting, contain any statement which, at the time it is made and in light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading or necessary to correct any statement in any earlier communication with respect to the solicitation of any proxy for the Security First Meeting which has become false or misleading. The Registration Statement will comply as to form in all material respects with the provisions of the Securities Act and the rules and regulations promulgated thereunder. The Proxy Statement will comply as to form in all material respects with the provisions of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder.

Appears in 3 contracts

Samples: Agreement of Affiliation and Plan of Merger (Security First Corp), Agreement of Affiliation and Plan of Merger (Firstmerit Bank Na), Agreement of Affiliation and Plan of Merger (Firstmerit Bank Na)

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Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in the registration statement to be filed with the Securities and Exchange Commission (the "Commission") by FirstMerit on Form S-4 (or any other appropriate form) under the Securities Act of 1933, as amended (the "Securities Act") for the purpose of registering the shares of FirstMerit Common Stock to be issued in the Merger (the "Registration Statement") will, at the time it becomes effective and at the time of the Security First CoBancorp Meeting (as hereinafter defined), contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in any prospectus/proxy statement or information statement or notice of FirstMerit and Security FirstCoBancorp, or any amendments or supplements thereto, required to be mailed to Security FirstCoBancorp's shareholders in connection with the Merger (the "Proxy" or "Proxy Statement") will, at the time of the mailing of the Proxy Statement, and at the time of the Security First CoBancorp Meeting, contain any statement which, at the time it is made and in light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading or necessary to correct any statement in any earlier communication with respect to the solicitation of any proxy for the Security First CoBancorp Meeting which has become false or misleading. The Registration Statement will comply as to form in all material respects with the provisions of the Securities Act and the rules and regulations promulgated thereunder. The Proxy Statement will comply as to form in all material respects with the provisions of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder.

Appears in 3 contracts

Samples: Agreement of Affiliation and Plan (Firstmerit Corp), Affiliation and Plan of Merger (Firstmerit Corp), Agreement of Affiliation and Plan of Merger (Cobancorp Inc)

Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to FirstMerit SunTrust or any FirstMerit Subsidiary of SunTrust's subsidiaries provided by FirstMerit SunTrust for inclusion in (i) the registration statement Registration Statement to be filed with the Securities and Exchange Commission (the "Commission") by FirstMerit SunTrust on Form S-4 (or any other appropriate form) under the Securities Act of 1933, as amended (the "Securities Act") ), for the purpose of registering the shares of FirstMerit SunTrust Common Stock to be issued in the Merger (the "Registration Statement") and (ii) any joint proxy statement of Crestar and SunTrust ("Proxy Statement") required to be mailed to Crestar's shareholders and SunTrust's shareholders in connection with the Merger will, in the case of the Proxy Statement or any amendments or supplements thereto, at the time of the mailing of the Proxy Statement and any amendments or supplements thereto, and at the time of the Crestar Meeting and the SunTrust Meeting (each as hereinafter defined), or, in the case of the Registration Statement, at the time it becomes effective and at the time of the Security First Meeting (as hereinafter defined)effective, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in any prospectus/proxy statement or information statement or notice of FirstMerit and Security First, or any amendments or supplements thereto, required to be mailed to Security First's shareholders in connection with the Merger (the "Proxy" or "Proxy Statement") will, at the time of the mailing of the Proxy Statement, and at the time of the Security First Meeting, contain any statement which, at the time it is made and in light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading or necessary to correct any statement in any earlier communication with respect to the solicitation of any proxy for the Security First Meeting which has become false or misleading. The Registration Statement will comply as to form in all material respects with the provisions of the Securities Act and the rules and regulations promulgated thereunder. The Proxy Statement will comply as to form in all material respects with the provisions of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder.

Appears in 2 contracts

Samples: Stock Option Agreement (Suntrust Banks Inc), Agreement and Plan of Merger (Crestar Financial Corp)

Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to FirstMerit GLB or any FirstMerit Subsidiary Great Lakes Bank provided by FirstMerit GLB for inclusion in (i) the registration statement Registration Statement to be filed by GLB with the Securities and Exchange Commission (the "Commission") by FirstMerit on Form S-4 (or any other appropriate form) under the Securities Act of 1933, as amended 1933 (the "Securities Act") for the purpose of registering the offer and sale of shares of FirstMerit GLB Common Stock to be issued in the Merger (the "Registration Statement") and (ii) any Proxy Statement (as hereinafter defined) of Maple Leaf required to be mailed to Maple Leaf's shareholders in connection with the Merger will, in the case of the Proxy Statement or any amendments or supplements thereto, at the time of the mailing of the Proxy Statement and any amendments or supplements thereto, and at the time of the Maple Leaf Meeting (as hereinafter defined), or, in the case of the Registration Statement, at the time it becomes effective and at the time of the Security First Meeting (as hereinafter defined)effective, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in any prospectus/proxy statement or information statement or notice of FirstMerit and Security First, or any amendments or supplements thereto, required to be mailed to Security First's shareholders in connection with the Merger (the "Proxy" or "Proxy Statement") will, at the time of the mailing of the Proxy Statement, and at the time of the Security First Meeting, contain any statement which, at the time it is made and in light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading or necessary to correct any statement in any earlier communication with respect to the solicitation of any proxy for the Security First Meeting which has become false or misleading. The Registration Statement will comply as to form in all material respects with the provisions of the Securities Act and the rules and regulations promulgated thereunder. The Proxy Statement will comply as to form in all material respects with the provisions of the Securities Exchange Act of 1934, as amended 1934 (the "Exchange Act"), ) and the rules and regulations promulgated thereunder.

Appears in 1 contract

Samples: Agreement (GLB Bancorp Inc)

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Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to FirstMerit National City or any FirstMerit Subsidiary of National City's subsidiaries provided by FirstMerit National City for inclusion in (i) the registration statement Registration Statement to be filed with the Securities and Exchange Commission (the "Commission") by FirstMerit National City on Form S-4 (or any other appropriate form) under the Securities Act of 1933, as amended (the "Securities Act") ), for the purpose of registering the shares of FirstMerit National City Common Stock and National City Preferred Stock to be issued in the Merger (the "Registration Statement") and (ii) any proxy statement of Company ("Proxy Statement") required to be mailed to Company's shareholders in connection with the Merger will, in the case of the Proxy Statement or any amendments or supplements thereto, at the time of the mailing of the Proxy Statement and any amendments or supplements thereto, and at the time of the Company Meeting (as hereinafter defined), or, in the case of the Registration Statement, at the time it becomes effective and at the time of the Security First Meeting (as hereinafter defined)effective, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. None of the information with respect to FirstMerit or any FirstMerit Subsidiary provided by FirstMerit for inclusion in any prospectus/proxy statement or information statement or notice of FirstMerit and Security First, or any amendments or supplements thereto, required to be mailed to Security First's shareholders in connection with the Merger (the "Proxy" or "Proxy Statement") will, at the time of the mailing of the Proxy Statement, and at the time of the Security First Meeting, contain any statement which, at the time it is made and in light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading or necessary to correct any statement in any earlier communication with respect to the solicitation of any proxy for the Security First Meeting which has become false or misleading. The Registration Statement will comply as to form in all material respects with the provisions of the Securities Act and the rules and regulations promulgated thereunder. The Proxy Statement will comply as to form in all material respects with the provisions of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder.. 3.6

Appears in 1 contract

Samples: Agreement and Plan of Merger (National City Corp)

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