Statements True and Correct. No statement, certificate, instrument or other writing furnished or to be furnished by any ANB Company or any Affiliate thereof to FCB pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCB’s stockholders in connection with the FCB Stockholders’ Meeting, and any other documents to be filed by an ANB Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 2 contracts
Samples: Merger Agreement (Alabama National Bancorporation), Merger Agreement (Florida Choice Bankshares, Inc.)
Statements True and Correct. No statement, certificate, instrument or other writing furnished or to be furnished by any ANB Company or any Affiliate thereof to FCB PBF pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCBPBF’s stockholders in connection with the FCB PBF Stockholders’ Meeting, and any other documents to be filed by an ANB Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBPBF, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 2 contracts
Samples: Merger Agreement (Alabama National Bancorporation), Merger Agreement (P B Financial Services Corp)
Statements True and Correct. No statement, certificate, instrument None of the information supplied or other writing furnished or ---------------------------- to be furnished supplied by any ANB Company PMSI or PMSI Database or any Affiliate thereof for inclusion in the Registration Statement to FCB pursuant to this Agreementbe filed by NDC with the SEC will, including when the Exhibits or Schedules heretoRegistration Statement becomes effective, or any other document, agreement or instrument referred to herein contains or will contain include any untrue statement of a material fact fact, or will omit to state a any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Company PMSI or PMSI Database or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCB’s stockholders in connection with the FCB Stockholders’ Meeting, and any other documents to be filed by an ANB Company PMSI or PMSI Database or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders include any untrue statement of FCB, be false or misleading with respect to any a material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Company PMSI or PMSI Database or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 2 contracts
Samples: Stock Purchase Agreement (National Data Corp), Stock Purchase Agreement (National Data Corp)
Statements True and Correct. No statement, certificate, instrument or other writing furnished None of the information supplied or to ---------------------------- be furnished supplied by any ANB Company NDC Entity or any Affiliate thereof for inclusion in the Registration Statement to FCB pursuant be filed by NDC or in the proxy statement to this Agreementbe filed by PMSI with the SEC, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any include an untrue statement of a material fact fact, or will omit to state a any material fact necessary to make the statements therein, therein in light of the circumstances under which they were made, not misleading, with respect to the Registration Statement, on the date such Registration Statement becomes effective, and with respect to the proxy statement as of its date. None of the information supplied or to be supplied by any ANB Company NDC Entity or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCB’s stockholders in connection with the FCB Stockholders’ Meeting, and any other documents to be filed by an ANB Company any NDC Entity or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Company NDC Entity or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 2 contracts
Samples: Stock Purchase Agreement (National Data Corp), Stock Purchase Agreement (National Data Corp)
Statements True and Correct. No Neither this Agreement nor any statement, certificate, instrument or other writing furnished or to be furnished by any ANB NCC Company or any Affiliate thereof to FCB PB pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB NCC Company or any Affiliate thereof for inclusion in (i) the documents to be filed with the SEC, including without limitation the S-4 Registration Statement and the Proxy Statement/Prospectus to be mailed to FCBPB’s stockholders in connection with the FCB PB Stockholders’ Meeting, Meeting and (ii) any other documents to be filed by an ANB any NCC Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBPB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB NCC Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument or --------------------------- other writing furnished or to be furnished by any ANB Premier Company or any Affiliate thereof to FCB Farmers pursuant to this Agreement, including the Exhibits or Schedules hereto, Agreement or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Premier Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus Registration Statement to be mailed to FCB’s stockholders in connection filed by Premier with the FCB Stockholders’ MeetingSEC, and will, when the Registration Statement becomes effective, be false or misleading with respect to any other material fact, or omit to state any material fact necessary to make the statements therein not misleading. None of the information supplied or to be supplied by any Premier Company or any Affiliate thereof for inclusion in any documents to be filed by an ANB any Premier Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Premier Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument --------------------------- or other writing furnished or to be furnished by any ANB Premier Company or any Affiliate thereof to FCB Bank Atlanta pursuant to this Agreement, including the Exhibits or Schedules hereto, Agreement or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Premier Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus Registration Statement to be mailed to FCB’s stockholders in connection filed by Premier with the FCB Stockholders’ MeetingSEC, and will, when the Registration Statement becomes effective, be false or misleading with respect to any other material fact, or omit to state any material fact necessary to make the statements therein not misleading. None of the information supplied or to be supplied by any Premier Company or any Affiliate thereof for inclusion in any documents to be filed by an ANB any Premier Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Premier Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument or other writing furnished or to be furnished by any ANB GB&T Company or any Affiliate thereof to FCB SHB pursuant to this Agreement, including the Exhibits or Schedules hereto, Agreement or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material Material fact or will omit to state a material Material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. <PAGE> None of the information supplied or to be supplied by any ANB GB&T Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus Registration Statement to be mailed to FCB’s stockholders in connection filed by GB&T with the FCB Stockholders’ MeetingSEC, and will, when the Registration Statement becomes effective, be false or misleading with respect to any other Material fact, or omit to state any Material fact necessary to make the statements therein not misleading. None of the information supplied or to be supplied by any GB&T Company or any Affiliate thereof for inclusion in any documents to be filed by an ANB a GB&T Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material Material fact, or omit to state any material Material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB GB&T Company or any Affiliate thereof is are responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material Material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument ---------------------------- or other writing furnished or to be furnished by any ANB Premier Company or any Affiliate thereof to FCB BHC pursuant to this Agreement, including the Exhibits or Schedules hereto, Agreement or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Premier Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus Registration Statement to be mailed to FCB’s stockholders in connection filed by Premier with the FCB Stockholders’ MeetingSEC, and will, when the Registration Statement becomes effective, be false or misleading with respect to any other material fact, or omit to state any material fact necessary to make the statements therein not misleading. None of the information supplied or to be supplied by any Premier Company or any Affiliate thereof for inclusion in any documents to be filed by an ANB any Premier Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for hereincontemplated hereby, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCB, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB Premier Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)
Statements True and Correct. No statement, certificate, instrument or other writing furnished or to be furnished by any ANB JBI Company or any Affiliate thereof to FCB HBI pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB JBI Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCBHBI’s stockholders in connection with the FCB HBI Stockholders’ Meeting, and any other documents to be filed by an ANB JBI Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBHBI, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB JBI Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument or other writing furnished None of the information supplied or to be furnished supplied by any ANB Company Morgxx Xxxpany or any Affiliate thereof regarding Morgxx xx such Affiliate for inclusion in the Registration Statement to FCB pursuant to this Agreementbe filed by Regions with the SEC will, including when the Exhibits or Schedules heretoRegistration Statement becomes effective, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of a material fact fact, or will omit to state a any material fact required to be stated thereunder or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB Company Morgxx Xxxpany or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus Statement to be mailed to FCB’s stockholders Morgxx'x xxxckholders in connection with the FCB Stockholders’ Meeting, and any other documents to be filed by an ANB Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, ' Meeting will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBMorgxx, be false or misleading with respect to xxntain any misstatement of material fact, or omit to state any material fact required to be stated thereunder or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, or, in the case of the Proxy Statement or any amendment thereof or supplement thereto, at the time of the Stockholders' Meeting, omit to state any material fact required to be stated thereunder or necessary to correct any material statement in any earlier communication with respect to the solicitation of any proxy for the Stockholders' Meeting. All documents that any ANB Company Morgxx Xxxpany or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein contemplated hereby will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No Neither this Agreement nor any statement, certificate, instrument or other writing furnished or to be furnished by any ANB NCC Company or any Affiliate thereof to FCB RBF pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB NCC Company or any Affiliate thereof for inclusion in (i) the documents to be filed with the SEC, including without limitation the S-4 Registration Statement and the Proxy Statement/Prospectus to be mailed to FCBRBF’s stockholders in connection with the FCB RBF Stockholders’ Meeting, Meeting and (ii) any other documents to be filed by an ANB NCC Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBRBF, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB NCC Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No Neither this Agreement nor any statement, certificate, instrument or other writing furnished or to be furnished by any ANB NCC Company or any Affiliate thereof to FCB PBI pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB NCC Company or any Affiliate thereof for inclusion in (i) the documents to be filed with the SEC, including, without limitation, the S-4 Registration Statement and the Proxy Statement/Prospectus to be mailed to FCBPBI’s stockholders in connection with the FCB PBI Stockholders’ Meeting, Meeting and (ii) any other documents to be filed by an ANB NCC Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time times that such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBPBI, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB NCC Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Statements True and Correct. No statement, certificate, instrument or other writing furnished or to be furnished by any ANB CBF Company or any Affiliate thereof to FCB VBI pursuant to this Agreement, including the Exhibits or Schedules hereto, or any other document, agreement or instrument referred to herein contains or will contain any untrue statement of material fact or will omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the information supplied or to be supplied by any ANB CBF Company or any Affiliate thereof for inclusion in the Proxy Statement/Prospectus to be mailed to FCBVBI’s stockholders in connection with the FCB VBI Stockholders’ Meeting, and any other documents to be filed by an ANB CBF Company or any Affiliate thereof with the SEC or any other Regulatory Authority in connection with the transactions provided for herein, will, at the respective time such documents are filed, and with respect to the Proxy Statement/Prospectus, when first mailed to the stockholders of FCBVBI, be false or misleading with respect to any material fact, or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that any ANB CBF Company or any Affiliate thereof is responsible for filing with any Regulatory Authority in connection with the transactions provided for herein will comply as to form in all material respects with the provisions of applicable Law.
Appears in 1 contract
Samples: Merger Agreement (Centerstate Banks of Florida Inc)