Common use of Registration Statement and Regulatory Filings Clause in Contracts

Registration Statement and Regulatory Filings. (a) NBC shall file with the SEC as soon as reasonably practical after the execution of this Agreement, a Registration Statement complying with all SEC and other regulatory requirements and will amend and supplement the same as may be required or appropriate. The Proxy Statement/Prospectus (to be delivered to shareholders of each party) in connection therewith must be reasonably acceptable to FFBS and will be used in connection with the meetings of the shareholders of FFBS and NBC. NBC will also prepare and file all documents appropriate to comply with securities laws of the State of Mississippi and the State of Delaware and other applicable laws and regulations. In advance of the filing of such Registration Statement and other documents, NBC will furnish copies thereof to FFBS and its counsel and subsequent to the filings shall promptly advise them of any material communication received from SEC or any state securities commission relating thereto. No information contained in any such documents shall be false or misleading with respect to any material fact or shall omit to state any material fact. FFBS will provide to NBC any information with respect to FFBS requested by NBC to be included in the Registration Statement. (b) NBC will use its best reasonable efforts to obtain the regulatory approvals described herein and FFBS will cooperate fully in the process of obtaining such approvals. The obligation to take all reasonable actions in this regard shall not be construed as including an obligation to accept any terms or conditions to a consent or approval that are not acceptable either to NBC or to FFBS, provided that such unacceptable conditions would cause material adverse economic results or would require NBC to change its present business practices or that of any subsidiary. NBC shall provide FFBS with copies of all applications filed and all responses when received.

Appears in 4 contracts

Samples: Merger Agreement (NBC Capital Corp), Merger Agreement (NBC Capital Corp), Merger Agreement (FFBS Bancorp Inc)

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