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

Information in Disclosure Documents, Registration Statement, Etc. None of the information with respect to SunTrust or any of SunTrust's subsidiaries provided by SunTrust for inclusion in (i) the Registration Statement to be filed with the Commission by SunTrust on Form S-4 under the Securities Act of 1933, as amended (the "Securities Act"), for the purpose of registering the shares of 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, 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. 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: Merger Agreement (Suntrust Banks Inc), Merger Agreement (Crestar Financial Corp), Merger Agreement (Suntrust Banks Inc)

AutoNDA by SimpleDocs

Information in Disclosure Documents, Registration Statement, Etc. None of the information with respect to SunTrust National City or any of SunTrustNational City's subsidiaries provided by SunTrust National City for inclusion in (i) the Registration Statement to be filed with the Securities and Exchange Commission (the "Commission") by SunTrust National City on Form S-4 under the Securities Act of 1933, as amended (the "Securities Act"), for the purpose of registering the shares of SunTrust National City Common Stock and National City Preferred Stock to be issued in the Merger (the "Registration Statement") and (ii) any joint proxy statement of Crestar and SunTrust Company ("Proxy Statement") required to be mailed to Crestar's shareholders and SunTrustCompany'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 Company Meeting (each as hereinafter defined), or, in the case of the Registration Statement, at the time it becomes 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. 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: Merger Agreement (Fort Wayne National Corp), Merger Agreement (National City Corp)

AutoNDA by SimpleDocs

Information in Disclosure Documents, Registration Statement, Etc. (a) None of the information with respect to SunTrust GLB or any of SunTrust's subsidiaries Great Lakes Bank provided by SunTrust GLB for inclusion in (i) the Registration Statement to be filed by GLB with the Securities and Exchange Commission by SunTrust (the "Commission") on Form S-4 under the Securities Act of 1933, as amended 1933 (the "Securities Act"), ) for the purpose of registering the offer and sale of shares of SunTrust GLB Common Stock to be issued in the Merger (the "Registration Statement") and (ii) any joint proxy statement Proxy Statement (as hereinafter defined) of Crestar and SunTrust ("Proxy Statement") Maple Leaf required to be mailed to Crestar's shareholders and SunTrustMaple 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 Crestar Meeting and the SunTrust Maple Leaf Meeting (each as hereinafter defined), or, in the case of the Registration Statement, at the time it becomes 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. 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. (b) All documents that GLB is responsible for filing with any Governmental Entity (as hereinafter defined) will comply as to form in all material respects with applicable law. None of the information with respect to GLB or Great Lakes Bank provided by GLB for inclusion in any document to be filed with any regulatory authority in connection with the transactions contemplated hereby will 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 in which they were made, not misleading, as of the time such statement is made.

Appears in 1 contract

Samples: Merger Agreement (GLB Bancorp Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!