Common use of Securities Documents and Regulatory Reports Clause in Contracts

Securities Documents and Regulatory Reports. (a) Seller has previously delivered or made available to Franklin a complete copy of each final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication (other than general advertising materials) filed pursuant to the Securities Act of 1933, as amended (the "1933 ACT"), or the Securities Exchange Act of 1934, as amended (the "1934 ACT"), or mailed by Seller to its stockholders as a class since January 1, 2000, and each such final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication, as of its date, complied in all material respects with all applicable statutes, rules and regulations 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 made therein, in light of the circumstances under which they were made, not misleading; provided that information as of a later date filed publicly or provided to Franklin prior to the date hereof shall be deemed to modify information as of an earlier date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Jacksonville Bancorp Inc), Agreement and Plan of Merger (Franklin Bank Corp)

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Securities Documents and Regulatory Reports. (a) Seller Advance has previously delivered or made available to Franklin Parkvale a complete copy of of, and Advance Disclosure Schedule 2.09(a) lists, each final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication (other than general advertising materials) filed pursuant to the Securities Act of 1933, as amended (the "1933 ACTAct"), or the Securities Exchange Act of 1934, as amended (the "1934 ACTAct"), or mailed by Seller Advance to its stockholders as a class since January 1, 2000, and each 2001. Each such final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication, as of its date, complied in all material respects with all applicable statutes, rules and regulations 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 made therein, in light of the circumstances under which they were made, not misleading; provided that information as of a later date filed publicly or provided to Franklin prior to the date hereof shall be deemed to modify information as of an earlier date.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Parkvale Financial Corp), Agreement and Plan of Reorganization (Advance Financial Bancorp)

Securities Documents and Regulatory Reports. (a) Seller has previously delivered or made available to Franklin a Acquiror an accurate and complete copy of each final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication (other than general advertising materials) ), report or statement filed pursuant to the Securities Act of 1933, as amended (the "1933 ACT"Act”), or the Securities Exchange Act of 1934, as amended (the "1934 ACT"Act”), or mailed by Seller to its stockholders as a class since January 1, 20002001, and each such final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication, report or statement as of its date, complied in all material respects with all applicable statutes, rules and regulations 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 made therein, in light of the circumstances under which they were made, not misleading; provided that information as of a later date filed publicly or provided to Franklin Acquiror prior to the date hereof shall be deemed to modify information as of an earlier date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hibernia Corp)

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Securities Documents and Regulatory Reports. (a) Seller NCSB has previously delivered or made available to Franklin Bancorp a complete copy of each final registration statement, prospectusoffering circular, annual, quarterly or current report and definitive proxy statement or other communication (other than general advertising materials) filed pursuant to the Securities Act of 1933, as amended (the "1933 ACTAct"), or the Securities Exchange Act of 1934, as amended (the "1934 ACTAct"), or mailed by Seller NCSB to its stockholders as a class since January 1, 20001996, and each such final registration statement, prospectus, annual, quarterly or current report and definitive proxy statement or other communication, as of its date, complied in all material respects with all applicable statutes, rules and regulations 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 made therein, in light of the circumstances under which they were made, not misleading; provided that information as of a later date filed publicly or provided to Franklin prior to the date hereof shall be deemed to modify information as of an earlier date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Enterprise Federal Bancorp Inc)

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