Common use of Reports; Regulatory Matters Clause in Contracts

Reports; Regulatory Matters. Parent has furnished or filed with the SEC each final registration statement, prospectus, report, schedule and definitive proxy statement required to be filed with or furnished to the SEC by Parent or any of its Subsidiaries, pursuant to the Securities Act or the Exchange Act from and after January 1, 2007 (the “Parent SEC Reports”) and prior to the date of this Agreement. No such Parent SEC Report, at the time so filed or furnished (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in which they were made, not misleading. As of their respective dates, all Parent SEC Reports complied as to form in all material respects with the published rules and regulations of the SEC with respect thereto. There are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to the Parent SEC Reports. To the knowledge of Parent, none of the Parent SEC Reports is the subject of ongoing SEC review. No executive officer of Parent has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. Except as set forth in the Parent SEC Reports, no event has occurred since December 31, 2006 that was required to be reported by Parent or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent SEC Report.

Reports; Regulatory Matters. (a) Parent has furnished or and each of its Subsidiaries have timely filed all reports, registration statements, proxy statements and other materials, together with any amendments required to be made with respect thereto, that they were required to file since January 1, 2005 and prior to the date hereof with the SEC Regulatory Agencies and each other applicable Governmental Entity, and all other reports and statements required to be filed by them since January 1, 2005 and prior to the date of this Agreement, including any report or statement required to be filed pursuant to the laws, rules or regulations of the United States, any state, any foreign entity, or any Regulatory Agency or other Governmental Entity, and have paid all fees and assessments due and payable in connection therewith. (b) An accurate and complete copy of each (i) final registration statement, prospectus, report, schedule and definitive proxy statement required to be filed with or furnished to the SEC by Parent or any of its Subsidiaries, pursuant to the Securities Act or the Exchange Act from and after since January 1, 2007 (the “Parent SEC Reports”) 2005 and prior to the date of this AgreementAgreement (the "Parent SEC Reports") and (ii) communication mailed by Parent to its stockholders since January 1, 2005 and prior to the date of this Agreement is publicly available. No such Parent SEC ReportReport or communication, at the time so filed filed, furnished or furnished communicated (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that information as of a later date (but before the date of this Agreement) shall be deemed to modify information as of an earlier date. As of their respective dates, all Parent SEC Reports complied as to form in all material respects with the 17 <PAGE> published rules and regulations of the SEC with respect thereto. There are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to the Parent SEC Reports. To the knowledge of Parent, none As of the Parent SEC Reports is the subject date of ongoing SEC review. No this Agreement, no executive officer of Parent has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. Except as set forth in the Parent SEC Reports, no event has occurred since December 31, 2006 that was required to be reported by Parent or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent SEC Report.4.6

Reports; Regulatory Matters. Parent has furnished or filed with the SEC each final registration statement, prospectus, report, schedule and definitive proxy statement required to be filed with or furnished to the SEC by Parent or any of its Subsidiaries, pursuant to the Securities Act or the Exchange Act from and after January 1, 2007 (the “Parent SEC ReportsReports ”) and prior to the date of this Agreement. No such Parent SEC Report, at the time so filed or furnished (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in which they were made, not misleading. As of their respective dates, all Parent SEC Reports complied as to form in all material respects with the published rules and regulations of the SEC with respect thereto. There are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to the Parent SEC Reports. To the knowledge of Parent, none of the Parent SEC Reports is the subject of ongoing SEC review. No executive officer of Parent has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. Except as set forth in the Parent SEC Reports, no event has occurred since December 31, 2006 that was required to be reported by Parent or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent SEC Report.

Reports; Regulatory Matters. Parent (a) Since December 31, 2008, each of the Company, the Bank and each Subsidiary has furnished timely filed all material reports, registrations, documents, filings, statements and submissions, together with any amendments thereto, that it was required to file with any Governmental Entity or filed self-regulatory organization (“SRO”) (the foregoing, collectively, the “Company Reports”) and has paid all fees and assessments due and payable in connection therewith. As of their respective dates of filing, the Company Reports complied in all material respects with all statutes and applicable rules and regulations of the applicable Governmental Entities or SROs. There are no outstanding comments from the SEC or any other Governmental Entity or any SRO received by the Company with respect to any Company Report. In the case of each final registration statement, prospectus, report, schedule and definitive proxy statement required to be such Company Report filed with or furnished to the SEC by Parent or any SEC, such Company Report did not, as of its Subsidiaries, pursuant to the Securities Act date or the Exchange Act from and after January 1, 2007 (the “Parent SEC Reports”) and if amended prior to the date of this Agreement. No such Parent SEC Report, at the time so filed or furnished (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates as of the relevant meetingsdate of such amendment, respectively), contained any contain an untrue statement of a material fact or omitted omit to state any a material fact required to be stated therein or necessary in order to make the statements made thereinin it, in light of the circumstances in under which they were made, not misleading. As of their respective dates, all Parent SEC Reports misleading and complied as to form in all material respects with the published rules and regulations applicable requirements of the SEC with respect theretoSecurities Act, and the Exchange Act. There are no outstanding or unresolved comments in comment letters received from the SEC staff with With respect to all other Company Reports, the Parent SEC Reports. To Company Reports were complete and accurate in all material respects as of their respective dates, or the knowledge dates of Parent, none of the Parent SEC Reports is the subject of ongoing SEC reviewtheir respective amendments. No executive officer of Parent the Company, the Bank or any Subsidiary has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002, as amended (the “Sxxxxxxx-Xxxxx Act”). Copies of all Company Reports not otherwise publicly filed have, to the extent allowed by applicable Law, been made available to Investor by the Company. Except for normal examinations conducted by a Governmental Entity or SRO in the regular course of the business of the Company, the Bank and the Subsidiaries, or as set forth in on Section 3.8(a) of the Parent SEC ReportsCompany Disclosure Letter, no event Governmental Entity or SRO has occurred initiated any proceeding or investigation into the business or operations of the Company, the Bank or any Subsidiary since December 31January 1, 2006 that was required 2009. There is no material unresolved violation, criticism or exception by any Governmental Entity or SRO with respect to be reported by Parent any report or statement relating to any examinations of the Company, the Bank or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent SEC ReportSubsidiaries.

Reports; Regulatory Matters. Parent (a) The Company has furnished or filed with the SEC each final registration statement, prospectus, report, schedule and definitive proxy statement required to be filed with or furnished to the SEC by Parent the Company or any of its Subsidiaries, pursuant to the Securities Act or the Securities Exchange Act of 1934, as amended (the “Exchange Act”) from and after January 1, 2007 (the “Parent Company SEC Reports”) and prior to the date of this Agreement. No such Parent Company SEC Report, at the time so filed or furnished (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in which they were made, not misleading. As of their respective dates, all Parent Company SEC Reports complied as to form in all material respects with the published rules and regulations of the SEC with respect thereto. There are no outstanding or unresolved comments in comment letters received by the Company from the SEC staff with respect to the Parent Company SEC Reports. To the knowledge of Parentthe Company, none of the Parent Company SEC Reports is the subject of ongoing SEC review. No executive officer of Parent the Company has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”). Except as set forth in the Parent Company SEC Reports, no event has occurred since December 31, 2006 that was required to be reported by Parent the Company or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent Company SEC Report.

Reports; Regulatory Matters. Parent (a) The Company has furnished or filed with the SEC each final registration statement, prospectus, report, schedule and definitive proxy statement required to be filed with or furnished to the SEC by Parent the Company or any of its Subsidiaries, pursuant to the Securities Act or the Securities Exchange Act of 1934, as amended (the “Exchange Act ”) from and after January 1, 2007 (the “Parent Company SEC ReportsReports ”) and prior to the date of this Agreement. No such Parent Company SEC Report, at the time so filed or furnished (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in which they were made, not misleading. As of their respective dates, all Parent Company SEC Reports complied as to form in all material respects with the published rules and regulations of the SEC with respect thereto. There are no outstanding or unresolved comments in comment letters received by the Company from the SEC staff with respect to the Parent Company SEC Reports. To the knowledge of Parentthe Company, none of the Parent Company SEC Reports is the subject of ongoing SEC review. No executive officer of Parent the Company has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”). Except as set forth in the Parent Company SEC Reports, no event has occurred since December 31, 2006 that was required to be reported by Parent the Company or any of its Subsidiaries pursuant to Item 404(a) of Regulation S-K promulgated by the SEC and that has not been reported in a Parent Company SEC Report.