Common use of Securities Documents Clause in Contracts

Securities Documents. (a) ▇▇▇▇▇▇▇▇ has filed all reports, schedules, registration statements and other documents, together with amendments thereto, required to be filed with the SEC since January 1, 2009 (the “▇▇▇▇▇▇▇▇ SEC Reports”). As of their respective dates of filing with the SEC (or, if amended, restated or superseded by a subsequent filing prior to the date hereof, as of the date of each amended, restated or subsequent filing), the ▇▇▇▇▇▇▇▇ SEC Reports complied, in all materials respects with the applicable requirements of the Securities Act, the Exchange Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the ▇▇▇▇-▇▇▇▇▇ Act and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to any of the ▇▇▇▇▇▇▇▇ SEC Reports. No executive officer of ▇▇▇▇▇▇▇▇ has failed in any respect to make the certification required of him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and, to the knowledge of ▇▇▇▇▇▇▇▇, no enforcement action has been initiated against ▇▇▇▇▇▇▇▇ by the SEC relating to disclosures in any ▇▇▇▇▇▇▇▇ SEC Report. (b) ▇▇▇▇▇▇▇▇ and each of the ▇▇▇▇▇▇▇▇ Subsidiaries have filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that they were required to file since January 1, 2009 with any Governmental Entity (other than the SEC) and have paid all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Governmental Entity in the regular course of the business of ▇▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇▇▇ Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of ▇▇▇▇▇▇▇▇, threatened an investigation into the business or operations of ▇▇▇▇▇▇▇▇ or any of the ▇▇▇▇▇▇▇▇ Subsidiaries since January 1, 2008.

Securities Documents. (a) ▇▇▇▇▇▇▇▇ VIST has filed all reports, schedules, registration statements and other documents, together with amendments thereto, required to be filed with the SEC since January 1, 2009 (the “▇▇▇▇▇▇▇▇ VIST SEC Reports”). As of their respective dates of filing with the SEC (or, if amended, restated or superseded by a subsequent filing prior to the date hereof, as of the date of each amended, restated or subsequent filing), the ▇▇▇▇▇▇▇▇ VIST SEC Reports complied, in all materials respects with the applicable requirements of the Securities Act, the Exchange Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the ▇▇▇▇-▇▇▇▇▇ Act and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to any of the ▇▇▇▇▇▇▇▇ VIST SEC Reports. No executive officer of ▇▇▇▇▇▇▇▇ VIST has failed in any respect to make the certification required of him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and, to the knowledge of ▇▇▇▇▇▇▇▇VIST, no enforcement action has been initiated against ▇▇▇▇▇▇▇▇ VIST by the SEC relating to disclosures in any ▇▇▇▇▇▇▇▇ VIST SEC Report. (b) ▇▇▇▇▇▇▇▇ VIST and each of the ▇▇▇▇▇▇▇▇ VIST Subsidiaries have filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that they were required to file since January 1, 2009 with any Governmental Entity (other than the SEC) and have paid all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Governmental Entity in the regular course of the business of ▇▇▇▇▇▇▇▇ VIST and the ▇▇▇▇▇▇▇▇ VIST Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of ▇▇▇▇▇▇▇▇VIST, threatened an investigation into the business or operations of ▇▇▇▇▇▇▇▇ VIST or any of the ▇▇▇▇▇▇▇▇ VIST Subsidiaries since January 1, 20082009.

Securities Documents. (ai) ▇▇▇▇▇▇▇▇ WEST ESSEX has filed all reportspreviously made available to Kearny, schedulesin WEST ESSEX Disclosure Schedule 3.05(d) or otherwise, registration statements and other documentseach Securities Document WEST ESSEX Bancorp has filed, together with amendments thereto, required to be filed with the SEC used or circulated since January 1, 2009 1998 through the date of this Agreement and will promptly deliver each Securities Document filed, used or circulated after the date hereof, each in the form (the “▇▇▇▇▇▇▇▇ SEC Reports”). As of their respective dates of filing including exhibits and any amendments thereto) filed with the SEC (or, if amendednot so filed, restated in the form used or superseded by a subsequent filing prior to the date hereofcirculated), as including, without limitation, WEST ESSEX Bancorp's Annual Reports on Form 10- KSB and Quarterly Reports on Form 10-QSB. (ii) No Securities Documents of WEST ESSEX Bancorp, on the date of each amendedeffectiveness in the case of such registration statements, restated or subsequent filing)on the date of filing in the case of such reports or schedules, or on the ▇▇▇▇▇▇▇▇ SEC Reports complieddate of mailing in the case of such proxy statements, in all materials respects with the applicable requirements of the Securities Actand except as revised, the Exchange Actamended or modified by a subsequently filed document, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the ▇▇▇▇-▇▇▇▇▇ Act and did not contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to any of the ▇▇▇▇▇▇▇▇ SEC Reports. No executive officer of ▇▇▇▇▇▇▇▇ WEST ESSEX Bancorp has failed in any respect to make the certification required of him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and, to the knowledge of ▇▇▇▇▇▇▇▇, no enforcement action has been initiated against ▇▇▇▇▇▇▇▇ by the SEC relating to disclosures in any ▇▇▇▇▇▇▇▇ SEC Report. (b) ▇▇▇▇▇▇▇▇ and each of the ▇▇▇▇▇▇▇▇ Subsidiaries have timely filed all material reports, registrations and statements, together with any amendments Securities Documents required to be made filed by it with respect thereto, that they were required to file since January 1, 2009 with any Governmental Entity (other than the SEC) , under various securities laws and regulations for the last five years (or such shorter period as it may have paid been subject to such filing requirements). All such documents, as finally revised, modified or amended by any subsequently filed amendment, complied in all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Governmental Entity in the regular course material respects with applicable requirements of the business of ▇▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇▇▇ Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of ▇▇▇▇▇▇▇▇, threatened an investigation into the business or operations of ▇▇▇▇▇▇▇▇ or any of the ▇▇▇▇▇▇▇▇ Subsidiaries since January 1, 2008law.

Securities Documents. (a) ▇▇▇▇▇▇▇▇ MSB has filed all reportsmade available to IBC a true and complete copy of each report, schedulesschedule, registration statements statement and other documents, together with amendments thereto, required to be definitive proxy statement filed by MSB with the SEC Office of Thrift Supervision ("OTS") (other than reports filed pursuant to Section 13(d) or 13(g) of the Exchange Act) since January 1, 2009 1995 (as such documents have since the “▇▇▇▇▇▇▇▇ SEC Reports”time of their filing been amended, the "MSB Securities Documents"), which are all the documents (other than preliminary material and reports required pursuant to Section 13(d) or 13(g) of the Exchange Act) that MSB was required to file with the OTS since such date under the Exchange Act. As of their respective dates of filing with the SEC (or, if amended, restated or superseded by a subsequent filing prior to the date hereof, as of the date of each amended, restated or subsequent filing)OTS, the ▇▇▇▇▇▇▇▇ SEC Reports complied, MSB Securities Documents complied in all materials material respects with the applicable requirements of the Securities Act, the Exchange Act, and the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Actrules and regulations of the SEC thereunder applicable to such MSB Securities Documents, the ▇▇▇▇-▇▇▇▇▇ Act and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. There are no outstanding comments fromThe financial statements of MSB included in the MSB Securities Documents complied as to form, or unresolved issues raised byas of their respective dates of filing with the OTS, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, have been prepared in accordance with generally accepted accounting principles applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto or, in the case of the unaudited statements, as permitted by Form 10-Q of the SEC) and fairly present in all material respects the consolidated financial position of MSB and its consolidated Subsidiaries as of the dates thereof and the consolidated results of operations, changes in shareholders' equity and cash flows of such companies for the periods then ended. All material agreements, contracts and other documents required to be filed as exhibits to any of the ▇▇▇▇▇▇▇▇ SEC Reports. No executive officer of ▇▇▇▇▇▇▇▇ has failed in any respect to make the certification required of him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and, to the knowledge of ▇▇▇▇▇▇▇▇, no enforcement action has MSB Securities Documents have been initiated against ▇▇▇▇▇▇▇▇ by the SEC relating to disclosures in any ▇▇▇▇▇▇▇▇ SEC Reportso filed. (b) ▇▇▇▇▇▇▇▇ and each of the ▇▇▇▇▇▇▇▇ Subsidiaries have filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that they were required to file since January 1, 2009 with any Governmental Entity (other than the SEC) and have paid all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Governmental Entity in the regular course of the business of ▇▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇▇▇ Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of ▇▇▇▇▇▇▇▇, threatened an investigation into the business or operations of ▇▇▇▇▇▇▇▇ or any of the ▇▇▇▇▇▇▇▇ Subsidiaries since January 1, 2008.

Securities Documents. (ai) ▇▇▇▇▇▇▇▇ Liberty has filed all reportspreviously made available to Northfield, schedulesin Liberty Disclosure Schedule 3.05(d) or otherwise, registration statements and other documentseach Securities Document Liberty Bancorp has filed, together with amendments thereto, required to be filed with the SEC used or circulated since January 1, 2009 1998 through the date of this Agreement and will promptly deliver each Securities Document filed, used or circulated after the date hereof, each in the form (the “▇▇▇▇▇▇▇▇ SEC Reports”). As of their respective dates of filing including exhibits and any amendments thereto) filed with the SEC (or, if amendednot so filed, restated in the form used or superseded by a subsequent filing prior to the date hereofcirculated), as including, without limitation, Liberty Bancorp's Annual Reports on Form 10-KSB and Quarterly Reports on Form 10-QSB. (ii) No Securities Documents of Liberty Bancorp, on the date of each amendedeffectiveness in the case of such registration statements, restated or subsequent filing)on the date of filing in the case of such reports or schedules, or on the ▇▇▇▇▇▇▇▇ SEC Reports complieddate of mailing in the case of such proxy statements, in all materials respects with the applicable requirements of the Securities Actand except as revised, the Exchange Actamended or modified by a subsequently filed document, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the ▇▇▇▇-▇▇▇▇▇ Act and did not contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. There are no outstanding comments from, or unresolved issues raised by, the SEC with respect to any of the ▇▇▇▇▇▇▇▇ SEC Reports. No executive officer of ▇▇▇▇▇▇▇▇ Liberty Bancorp has failed in any respect to make the certification required of him or her under Section 302 or 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and, to the knowledge of ▇▇▇▇▇▇▇▇, no enforcement action has been initiated against ▇▇▇▇▇▇▇▇ by the SEC relating to disclosures in any ▇▇▇▇▇▇▇▇ SEC Report. (b) ▇▇▇▇▇▇▇▇ and each of the ▇▇▇▇▇▇▇▇ Subsidiaries have timely filed all material reports, registrations and statements, together with any amendments Securities Documents required to be made filed by it with respect thereto, that they were required to file since January 1, 2009 with any Governmental Entity (other than the SEC) , under various securities laws and regulations for the last five years (or such shorter period as it may have paid been subject to such filing requirements). All such documents, as finally revised, modified or amended by any subsequently filed amendment, complied in all fees and assessments due and payable in connection therewith. Except for normal examinations conducted by a Governmental Entity in the regular course material respects with applicable requirements of the business of ▇▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇▇▇ Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of ▇▇▇▇▇▇▇▇, threatened an investigation into the business or operations of ▇▇▇▇▇▇▇▇ or any of the ▇▇▇▇▇▇▇▇ Subsidiaries since January 1, 2008law.