Common use of Securities Documents and Regulatory Reports Clause in Contracts

Securities Documents and Regulatory Reports. (a) Since January 1, 1997, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January 1, 1997, duly filed with the Federal Reserve Board, FDIC, the Department and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, FDIC, and Department, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Fidelity Bancorp Inc), Merger Agreement (Pennwood Bancorp Inc)

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Securities Documents and Regulatory Reports. (a) Since January 1September 26, 1997, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January 1Since September 26, 1997, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDIC, OTS and the Department and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve BoardOTS, FDIC, and the Department, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Ohio State Financial Services Inc), Merger Agreement (Advance Financial Bancorp)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971998, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 19971998, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDIC, the Department OTS and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve Board, FDIC, and DepartmentOTS, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Ambanc Holding Co Inc), Merger Agreement (Hudson River Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January 1, 1997February 1998, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January 1, 19971998, duly filed with the Federal Reserve Board, FDIC, OTS and the Department Division and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, FDIC, OTS and Departmentthe Division, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Potters Financial Corp), Merger Agreement (United Community Financial Corp)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971998, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 19971998, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDICOTS, the Department Division, the FDIC and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve BoardOTS, FDIC, the FDIC and Departmentthe Division, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Potters Financial Corp), Merger Agreement (United Community Financial Corp)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971996, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 19971996, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDIC, the Department OTS and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve Board, FDIC, and DepartmentOTS, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as requiredrequired as of the date hereof and which could have a Material Adverse Effect on Seller.

Appears in 2 contracts

Samples: Merger Agreement (SFS Bancorp Inc), Merger Agreement (Hudson River Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January 1, 1997, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 1997, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDIC, the Department FDIC and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve Board, FDIC, and the Department, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Fidelity Bancorp Inc), Merger Agreement (Pennwood Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January 1March 9, 19971998, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since March 9, 1998 and January 1, 19971996, respectively, duly filed with the Federal Reserve Board, FDICOTS, the Department and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, FDIC, OTS and Department, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as requiredrequired as of the date hereof and which could have a Material Adverse Effect on Buyer.

Appears in 2 contracts

Samples: Merger Agreement (Hudson River Bancorp Inc), Merger Agreement (SFS Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971998, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January 1, 19971998, duly filed with the Federal Reserve BoardOTS, FDIC, the Department FDIC and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, OTS and FDIC, and Department, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as required.

Appears in 2 contracts

Samples: Merger Agreement (Ohio State Financial Services Inc), Merger Agreement (Advance Financial Bancorp)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971993, Buyer the Company has timely filed with the SEC and the NASD Commission all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not contain con- tain 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 circum- stances under which they were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 19971993, each of the Company and the Bank has duly filed with the Federal Reserve Board, FDICFRB, the Department FDIC and any other applicable federal or state banking authoritythe Bank Commissioner, as the case may be, in correct form the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate ac- curate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations ex- aminations of Buyer the Company and Buyer the Bank by the Federal Reserve BoardFRB, FDIC, and Departmentthe FDIC or the Bank Commissioner, neither Buyer the Company nor Buyer the Bank was required to correct or change any action, procedure or proceeding proceed- ing which Buyer the Company or Buyer the Bank believes has not been corrected cor- rected or changed as required.

Appears in 1 contract

Samples: Merger Agreement (Bank of New Hampshire Corp)

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Securities Documents and Regulatory Reports. (a) Since January 1, 19971996, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and and, as of their respective dates, did not 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 were made, not misleading. (b) Each Since January 1, 1996, each of Buyer and Buyer Bank has since January 1, 1997, duly filed with the Federal Reserve Board, FDIC, the Department OTS and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, FDIC, and DepartmentOTS, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as requiredrequired as of the date hereof and which could have a Material Adverse Effect on Buyer.

Appears in 1 contract

Samples: Merger Agreement (East Texas Financial Services Inc)

Securities Documents and Regulatory Reports. (a) Since January 1, 19971995, Buyer SFS has timely filed with the SEC Commission and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 19971995, each of SFS and the Bank has duly filed with the Federal Reserve Board, FDIC, the Department OTS and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer SFS and Buyer the Bank by the Federal Reserve Board, FDIC, and DepartmentOTS, neither Buyer SFS nor Buyer the Bank was required to correct or change any action, procedure or proceeding which Buyer SFS or Buyer the Bank believes has not been corrected or changed as requiredrequired as of the date hereof and which could have a Material Adverse Effect on SFS.

Appears in 1 contract

Samples: Merger Agreement (SFS Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January October 1, 19971998, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January October 1, 19971998, duly filed with the Federal Reserve Board, FDIC, the Department and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve Board, FDIC, and Department, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as required.

Appears in 1 contract

Samples: Merger Agreement (Carnegie Financial Corp /Pa/)

Securities Documents and Regulatory Reports. (a) Since January For the period commencing July 1, 19971998, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each For the period commencing July 1, 1998, each of Buyer Seller and Buyer Seller Bank has since January 1, 1997, duly filed with the Federal Reserve BoardOTS, FDIC, the Department and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve Board, OTS and the FDIC, and Department, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 1 contract

Samples: Merger Agreement (Carnegie Financial Corp /Pa/)

Securities Documents and Regulatory Reports. (a) Since January 1, 1997, Buyer Seller has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since Since January 1, 1997, each of Seller and Seller Bank has duly filed with the Federal Reserve Board, FDIC, the Department OTS and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer Seller and Buyer Seller Bank by the Federal Reserve Board, FDIC, OTS and Departmentthe Division, neither Buyer Seller nor Buyer Seller Bank was required to correct or change any action, procedure or proceeding which Buyer Seller or Buyer Seller Bank believes has not been corrected or changed as required.

Appears in 1 contract

Samples: Merger Agreement (Industrial Bancorp Inc)

Securities Documents and Regulatory Reports. (a) Since January 1, 1997February 1998, Buyer has timely filed with the SEC and the NASD all Securities Documents required by the Securities Laws and such Securities Documents complied in all material respects with the Securities Laws and did not 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 were made, not misleading. (b) Each of Buyer and Buyer Bank has since January 1, 1997, duly filed with the Federal Reserve Board, FDIC, OTS and the Department Division and any other applicable federal or state banking authority, as the case may be, the reports required to be filed under applicable laws and regulations and such reports were in all material respects complete and accurate and in compliance with the requirements of applicable laws and regulations. In connection with the most recent examinations of Buyer and Buyer Bank by the Federal Reserve BoardOTS, FDIC, and DepartmentDivision, neither Buyer nor Buyer Bank was required to correct or change any action, procedure or proceeding which Buyer or Buyer Bank believes has not been corrected or changed as required.

Appears in 1 contract

Samples: Merger Agreement (Industrial Bancorp Inc)

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