Common use of Company Reports Clause in Contracts

Company Reports. (a) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC (collectively, the "Company Reports"), contained or will contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Act. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholders' equity and consolidated statements of cash flows, contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), fairly presented in all material respects the results of operations, stockholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except as may be noted therein.

Company Reports. (a) The Company has timely filed all Company Reports. The Registration Statement has been declared effective by the SEC. As of their respective datesdates (and with respect to the Prospectus as of its date and as of the Closing Date), neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, nor any other document filed by the Company subsequent 13 19 to December 31Reports complied in all material respects with the requirements of the Exchange Act, 1998 under Section 13(aor the Securities Act, as the case may be, and the rules and regulations of the SEC promulgated thereunder. None of the Company Reports, including any financial statements or schedules included or incorporated by reference therein (the “Financial Statements”), 13(c), 14 or 15(d) at the time filed (and with respect to the Prospectus as of its date and as of the Securities Exchange Act of 1934Closing Date) or, if amended or superseded by a subsequent filing, as amended of the date of the last such amendment or superseding filing made at least two (2) Business Days prior to the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC (collectively, the "Company Reports")date hereof, contained or will contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading misleading. The Financial Statements and the Company Reports complied related notes have been prepared in all material respects accordance with the requirements of the Securities Exchange Act. Each of the consolidated balance sheets contained or incorporated by reference accounting principles generally accepted in the Company Reports United States, consistently applied, during the periods involved (including in each case any related notes and schedulesexcept (i) fairly presented in all material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholders' equity and consolidated statements of cash flows, contained or incorporated by reference may be otherwise indicated in the Company Reports Financial Statements or the notes thereto, or (including in each case any related notes and schedules), fairly presented in all material respects the results of operations, stockholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, ii) in the case of unaudited interim statements, to the extent they may not include footnotes, may be condensed or summary statements or may conform to the SEC’s rules and instructions for Quarterly Reports on Form 10-Q) and fairly present in all material respects the consolidated financial position of the Company and its Subsidiaries as of the dates thereof and the consolidated results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end audit adjustments that are not material in amount or effectadjustments), in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except as may be noted therein.

Company Reports. (a) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 19981995, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 1995 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC SEC) (collectively, the "Company Reports"), contained or will contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Act. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholders' shareholders, equity and consolidated statements statement of cash flows, contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), fairly presented in all material respects the results of operations, stockholders' , equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except as may be noted therein.

Company Reports. (ai) As of their respective dates, neither the Company's Annual Report on Form 10-K F-2 for the fiscal year ended December 31, 19981996, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 1996 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC FDIC (collectively, the "Company Reports"), contained or will contain any untrue statement of a material Material fact or omitted or will omit to state a material Material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material Material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholdersshareholders' equity and consolidated statements statement of cash flows, flows contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), ) fairly presented in all material Material respects the results of operations, stockholdersshareholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material Material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied GAAP during the periods involved, except as may be noted therein.. (ii) The Company has timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, if any, that they were required to file since December 31, 1996 with (i) the Securities and Exchange Commission (the "SEC"), (ii) the FDIC, (iii) the BIF, (iv) any state banking commission or other regulatory authority (each, a "State Regulator") (such entities collectively, the "Regulatory Agencies"), (v) the American Stock Exchange and (vi) any other self-regulatory organization (an "SRO"), and all other Material reports and statements required to be filed by them since December 31, 1996, including, without limitation, any report or statement required to be filed pursuant to the laws, rules or regulations of the United States, the FDIC, the BIF, any State Regulator or any SRO, and have paid all fees and assessments due and payable in connection therewith. (i) ABSENCE OF UNDISCLOSED LIABILITIES AND CERTAIN CHANGES OR EVENTS. Except as disclosed in the Company Reports, since December 31, 1996, the Company has not incurred any Material liability, except in the ordinary course of its business consistent with past practice. Since December 31, 1996, there has not been any change in the business, assets, financial condition, properties, results of operations or prospects (other than changes affecting Southern California community banks in general) of the Company which, individually or in the aggregate, has had, or is reasonably likely to have, a Material Adverse Effect on the Company (other than changes in (i) banking laws or regulations, or interpretations thereof, that affect the banking industry generally, (ii) the general level of interest rates or (iii) GAAP). (j)

Company Reports. (ai) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 19981995, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 1995 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC Securities and Exchange Commission (the "SEC") (collectively, the "Company Reports"), contained or will contain any untrue statement of a material Material fact or omitted or will omit to state a material Material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material Material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholdersshareholders' equity and consolidated statements statement of cash flows, flows contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), ) fairly presented in all material Material respects the results of operations, stockholdersshareholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material Material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied GAAP during the periods involved, except as may be noted therein.. (ii) The Company and the Company Bank have each timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, if any, that they were required to file since December 31, 1993 with (i) the SEC, (ii) the Federal Reserve Board, (iii) the FDIC, (iv) the BIF, (v) the Office of the Comptroller of the Currency (the "OCC"), (vi) any state banking commission or other regulatory authority (each, a "State Regulator") (such entities collectively, the "Regulatory Agencies"), and (vii) the National Association of Securities Dealers, Inc. and any other self-regulatory organization (an "SRO"), C-14

Company Reports. (a) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC (collectively, the "Company Reports"), contained or will contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Act. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholders' equity and consolidated statements of cash flows, contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), fairly presented in all material respects the results of operations, stockholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied during the periods involved, except as may be noted therein.

Company Reports. The Company has delivered, or made available, to each Purchaser each registration statement, report or information statement prepared by the Company since December 31, 2000, including (ai) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, nor any other document filed by 2002 and (ii) the Company subsequent 13 19 to December Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 1998 under Section 13(a)June 30 and September 30, 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act")2002, each in the form (including exhibits, annexes and any amendments thereto) filed with the SEC Commission (collectively, including any such reports filed subsequent to the date hereof and as amended, the "Company Reports"). As of their respective dates (or, contained or if amended, as of the date of such amendment), as of the date hereof and as of the Closing Time, the Company Reports did not, and any Company Reports filed with the Commission subsequent to the date hereof will not, contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under in which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained included in or incorporated by reference in into the Company Reports (including in each case any the related notes and schedules) fairly presented in all material respects presents, or will fairly present, the consolidated financial position of the entity or entities to which it relates Company and its Subsidiaries as of its date and each of the consolidated statements of incomeoperations, consolidated statements of stockholders' equity and consolidated statements of or cash flows, contained flows included in or incorporated by reference in into the Company Reports (including in each case any related notes and schedules)) fairly presents, or will fairly presented in all material respects present, the results of operationsoperations and income, retained earnings and stockholders' equity and or cash flows, as the case may be, of the entity or entities to which it relates Company and its Subsidiaries for the periods set forth therein to which they relate (subject, in the case of unaudited interim statements, to the absence of footnotes and to normal year-end audit adjustments that are not material in amount or effectadjustments), in each case in accordance with generally accepted accounting principles GAAP consistently applied during the periods involved, except as may be noted therein.

Company Reports. The Company has made available (aincluding being made available on XXXXX) As of their respective datesto the Purchasers each registration statement, neither report or information statement prepared by the Company since March 31, 2004 (the "AUDIT DATE"), including (i) the Company's Annual Report on Form 10-K for the fiscal year ended Xxxxx 00, 0000, (xx) the Company's Quarterly Reports on Form 10-Q for the quarters ended June 30, 2004 and September 30, 2004, and (iii) the Registration Statement on Form S-1 declared effective on December 3121, 1998, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act")2004, each in the form (including exhibits, annexes and any amendments thereto) filed with the SEC Commission (collectively, including any such reports filed subsequent to the date hereof and as amended, the "Company ReportsCOMPANY REPORTS"). As of their respective dates (or, contained or if amended, as of the date of such amendment) the Company Reports did not, and any Company Reports filed with the Commission subsequent to the date hereof will not, contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under in which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained included in or incorporated by reference in into the Company Reports (including in each case any the related notes and schedules) fairly presented in all material respects presents, or will fairly present, the consolidated financial position of the entity or entities to which it relates Company and its Subsidiaries as of its date and each of the consolidated statements of incomeoperations, consolidated statements of stockholders' equity and consolidated statements of or cash flows, contained flows included in or incorporated by reference in into the Company Reports (including in each case any related notes and schedules)) fairly presents, or will fairly presented in all material respects present, the results of operationsoperations and income, retained earnings and stockholders' equity and or cash flows, as the case may be, of the entity or entities to which it relates Company and its Subsidiaries for the periods set forth therein to which they relate (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are will not be material in amount or effect), in each case in accordance with generally accepted accounting principles GAAP consistently applied during the periods involved, except as may be noted therein.

Company Reports. (ai) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 19981995, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 1995 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits) filed with the SEC Securities and Exchange Commission (the "SEC") (collectively, the "Company Reports"), contained or will contain any untrue statement of a material Material fact or omitted or will omit to state a material Material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules) fairly presented in all material Material respects the financial position of the entity or entities to which it relates as of its date and each of the consolidated statements of income, consolidated statements of stockholdersshareholders' equity and consolidated statements statement of cash flows, flows contained or incorporated by reference in the Company Reports (including in each case any related notes and schedules), ) fairly presented in all material Material respects the results of operations, stockholdersshareholders' equity and cash flows, as the case may be, of the entity or entities to which it relates for the periods set forth therein (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are not material Material in amount or effect), in each case in accordance with generally accepted accounting principles consistently applied GAAP during the periods involved, except as may be noted therein.

Company Reports. The Company has made available (aincluding being made available on EXXXX) As of their respective datesto the Purchasers each registration statement, neither report or information statement prepared by the Company since March 31, 2006 (the “Audit Date”), including (i) the Company's ’s Annual Report on Form 10-K for the fiscal year ended December March 31, 19982006, nor any other document filed by and (ii) the Company subsequent 13 19 to December 31Company’s Quarterly Reports on Form 10Q for the quarters ended June 30, 1998 under Section 13(a)2006 and September 30, 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act")2006, each in the form (including exhibits, annexes and any amendments thereto) filed with the SEC Commission (collectively, including any such reports filed subsequent to the "date hereof and as amended, the “Company Reports"”). As of their respective dates (or, contained or if amended, as of the date of such amendment) the Company Reports did not, and any Company Reports filed with the Commission subsequent to the date hereof will not, contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under in which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained included in or incorporated by reference in into the Company Reports (including in each case any the related notes and schedules) fairly presented in all material respects presents, or will fairly present, the consolidated financial position of the entity or entities to which it relates Company and its Subsidiaries as of its date and each of the consolidated statements of incomeoperations, consolidated statements of stockholders' ’ equity and consolidated statements of or cash flows, contained flows included in or incorporated by reference in into the Company Reports (including in each case any related notes and schedules)) fairly presents, or will fairly presented in all material respects present, the results of operationsoperations and income, retained earnings and stockholders' ’ equity and or cash flows, as the case may be, of the entity or entities to which it relates Company and its Subsidiaries for the periods set forth therein to which they relate (subject, in the case of unaudited interim statements, to normal year-end yearend audit adjustments that are will not be material in amount or effect), in each case in accordance with generally accepted accounting principles GAAP consistently applied during the periods involved, except as may be noted therein.

Company Reports. The Company has delivered to the Purchaser --------------- each registration statement, report or information statement prepared by the Company since June 30, 1998 (athe "Audit Date"), including (i) As of their respective dates, neither the Company's ---------- Annual Report on Form 10-K for the fiscal year ended December 31June 30, 1998 and (ii) the Company's Quarterly Report on Form 10-Q for the three months period ended September 30, 1998, nor any other document filed by the Company subsequent 13 19 to December 31, 1998 under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), each in the form (including exhibits, annexes and any amendments thereto) filed with the SEC Commission (collectively, including any such reports filed subsequent to the date hereof and as amended, the "Company ------- Reports"). As of their respective dates, contained or (or, if amended, as of the date of ------- such amendment) the Company Reports did not, and any Company Reports filed with the Commission subsequent to the date hereof will not, contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under in which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained included in or incorporated by reference in into the Company Reports (including in each case any the related notes and schedules) fairly presented in all material respects presents, or will fairly present, the consolidated financial position of the entity or entities to which it relates Company and its subsidiaries as of its date and each of the consolidated statements of incomeoperations, consolidated statements of stockholders' equity and consolidated statements of or cash flows, contained flows included in or incorporated by reference in into the Company Reports (including in each case any related notes and schedules)) fairly presents, or will fairly presented in all material respects present, the results of operationsoperations and income, retained earnings and stockholders' equity and or cash flows, as the case may be, of the entity or entities to which it relates Company and its Subsidiaries for the periods set forth therein to which they relate (subject, in the case of unaudited interim statements, to normal year-end audit adjustments that are will not be material in amount or effect), in each case in accordance with generally accepted accounting principles consistently GAAP con sistently applied during the periods involved, except as may be noted therein.

Company Reports. The Company has delivered, or made available, to each Purchaser each registration statement, report or information statement prepared by the Company since December 31, 1999, including (ai) As of their respective dates, neither the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, nor any other document filed by 2000 and (ii) the Company subsequent 13 19 to December Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 1998 under Section 13(a)June 30 and September 30, 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act")2001, each in the form (including exhibits, annexes and any amendments thereto) filed with the SEC Commission (collectively, including any such reports filed subsequent to the date hereof and as amended, the "Company Reports"). As of their respective dates (or, contained or if amended, as of the date of such amendment), as of the date hereof and as of the Closing Time, the Company Reports did not, and any Company Reports filed with the Commission subsequent to the date hereof will not, contain any untrue statement of a material fact or omitted or will omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under in which they were made, not misleading and the Company Reports complied in all material respects with the requirements of the Securities Exchange Actmisleading. Each of the consolidated balance sheets contained included in or incorporated by reference in into the Company Reports (including in each case any the related notes and schedules) fairly presented in all material respects presents, or will fairly present, the consolidated financial position of the entity or entities to which it relates Company and its Subsidiaries as of its date and each of the consolidated statements of incomeoperations, consolidated statements of stockholders' equity and consolidated statements of or cash flows, contained flows included in or incorporated by reference in into the Company Reports (including in each case any related notes and schedules)) fairly presents, or will fairly presented in all material respects present, the results of operationsoperations and income, retained earnings and stockholders' equity and or cash flows, as the case may be, of the entity or entities to which it relates Company and its Subsidiaries for the periods set forth therein to which they relate (subject, in the case of unaudited interim statements, to the absence of footnotes and to normal year-end audit adjustments that are not material in amount or effectadjustments), in each case in accordance with generally accepted accounting principles GAAP consistently applied during the periods involved, except as may be noted therein.