Registration Statement; Regulatory Matters. (a) On or before May 31, 1997, Unified shall prepare and file with the SEC a Registration Statement on Form 10 or Form 10-SB, as the case may be, with respect to the shares of Unified Common Stock (the "Registration Statement"), and shall use its best efforts to cause the Registration Statement to become effective by no later than August 31, 1997. Unified shall prepare and, subject to the review and consent of Seller with respect to matters relating to Seller, use its best efforts to file as soon as is reasonably practicable an application for approval of the Merger with each such Regulatory Authority as may require an application. Unified shall also take any action required to be taken under any applicable state blue sky or securities laws in connection with the issuance of such shares, and Seller shall furnish Unified all information concerning Seller and the shareholders thereof as Unified may reasonably request in connection with any such action. Upon the effectiveness of the Registration Statement, Unified shall use its best efforts, to the extent practicable, to have the Unified Common Stock traded over-the-counter with quotes published by the National Quotation Bureau, Inc. Daily Quotation System.
(b) Seller and Buyers shall cooperate and use their respective best efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties and Regulatory Authorities necessary to consummate the transactions contemplated by this Agreement, provided that such actions do not: (i) materially impede or delay the receipt of any approval referred to in Section 6.01(b); (ii) prevent or impede the transactions contemplated hereby from qualifying as a reorganization within the meaning of Section 368 of the Code; or (iii) the consummation of the transactions contemplated by this Agreement.
Registration Statement; Regulatory Matters. (a) Buyer shall prepare and, subject to the review and consent of Seller with respect to matters relating to Seller, file with the SEC as soon as is reasonably practicable the Registration Statement (or the equivalent in the form of preliminary proxy material) with respect to the shares of Buyer Common Stock to be issued in the Merger and shall apply to the NYSE to list the shares of Buyer Common Stock to be issued in connection with the transactions contemplated by this Agreement. Buyer shall prepare and file a notice with the Board as soon as reasonably practicable. Buyer shall use all reasonable efforts to cause the Registration Statement to become effective. Buyer shall also take any action required to be taken under any applicable state blue sky or securities laws in connection with the issuance of such shares, and Seller and its Subsidiaries shall furnish Buyer all information concerning Seller and its Subsidiaries and the stockholders thereof as Buyer may reasonably request in connection with any such action. Seller and Buyer shall cooperate and use their respective best efforts to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties and Regulatory Authorities necessary to consummate the transactions contemplated by this Agreement and, as and if directed by Buyer, to consummate such other mergers, consolidations or asset transfers or other transactions by and among Buyer's Subsidiaries and Seller's Subsidiaries concurrently with or following the Effective Time.
Registration Statement; Regulatory Matters. 30 8.03 Stockholders' Approval................................................30 8.04 Press Releases........................................................31 8.05
Registration Statement; Regulatory Matters. Section 6.3
Registration Statement; Regulatory Matters. (a) Mercantile shall prepare and, subject to the review and consent of Firstbank with respect to matters relating to Firstbank, file with the SEC as soon as is reasonably practicable, but in any event within 90 days following the date hereof, the Registration
Registration Statement; Regulatory Matters. 47 7.9 Directors' and Shareholders' Approvals............................ 48 7.10
Registration Statement; Regulatory Matters. (a) BankUnited shall (i) prepare and file with the SEC as soon as is reasonably practicable the Registration Statement necessary to register the shares of BankUnited's Common Stock to be issued pursuant to the Merger, (ii) use its best efforts to cause the Registration Statement to become effective, and (iii) take any action required to be taken under any applicable state blue sky or securities laws in connection therewith. Central and its Subsidiaries shall furnish BankUnited with all information concerning Central, its Subsidiaries and the holders of Central Common Stock as BankUnited may reasonably request in connection with the foregoing.
(b) BankUnited and Central shall cooperate and use their respective best efforts (i) to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties, Regulatory Authorities and other governmental authorities necessary to consummate the transactions contemplated by this Agreement, including, without limitation, any such approvals or authorizations required by the OTS and (ii) to cause the Merger to be consummated as expeditiously as reasonably practicable.
Registration Statement; Regulatory Matters. (a) Sterling shall (i) prepare and file the Registration Statement and the Proxy Statement with the SEC as soon as is reasonably practicable, (ii) use its best efforts to cause the Registration Statement to become effective, and (iii) take any action required to be taken under any applicable state blue sky or securities laws in connection therewith. First Houston and its Subsidiaries shall furnish Sterling with all information concerning First Houston, its Subsidiaries and the holders of First Houston Capital Stock as Sterling may reasonably request in connection with the foregoing.
(b) Sterling and First Houston shall cooperate and use their respective best efforts (i) to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties, Regulatory Authorities necessary to consummate the transactions contemplated by this Agreement, including, without limitation, any such approvals or authorizations required by the Federal Reserve, the OCC, the FDIC and the Commissioner and (ii) to cause the Merger to be consummated as expeditiously as reasonably practicable.
Registration Statement; Regulatory Matters. 28 8.03 Stockholders' Approval . . . . . . . . . . . . . . . . . . . . . . .29
Registration Statement; Regulatory Matters. (a) NationsBank shall (i) prepare and file the Registration Statement and the Proxy Statement with the SEC as soon as is reasonably practicable, (ii) use its best efforts to cause the Registration Statement to become effective and (iii) take any action required to be taken under any applicable state blue sky or securities laws in connection therewith. Charter and its Subsidiaries shall furnish NationsBank with all information concerning Charter, its Subsidiaries and the holders of Charter Capital Stock as NationsBank may reasonably request in connection with the foregoing.
(b) NationsBank and Charter shall cooperate and use their respective best efforts (i) to prepare all documentation, to effect all filings and to obtain all permits, consents, approvals and authorizations of all third parties, Regulatory Authorities and other governmental authorities necessary to consummate the transactions contemplated by this Agreement, including, without limitation, any such approvals or authorizations required by the Federal Reserve, the OCC, the OTS and the Commissioner and (ii) to cause the Merger to be consummated as expeditiously as reasonably practicable.
