Seller Reports. Except as set forth on Schedule 2.06, since -------------- January 1, 1994, each of Seller and the Seller Subsidiaries has filed all material reports, registrations and statements, together with any required material amendments thereto, that it was required to file with (i)the OTS, (ii) the FDIC, and (iii) any other federal, state, municipal, local or foreign government, securities, banking, savings and loan, insurance and other governmental or regulatory authority and the agencies and staffs thereof (the entities in the foregoing clauses (i) through (iii) being referred to herein collectively as the "Regulatory Authorities" and individually as a "Regulatory Authority"). All such reports and statements filed with any such Regulatory Authority are collectively referred to herein as the "Seller Reports." As of its respective date, each Seller Report complied in all material respects with all the rules and regulations promulgated by the applicable Regulatory Authority 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 in order to make the statements therein, in light of the circumstances under which they were made, not misleading.
Seller Reports. 7 2.07. Title to and Condition of Assets. . . . . . . . . . . 7 2.08. Real Property . . . . . . . . . . . . . . . . . . . . 8 2.09. Taxes . . . . . . . . . . . . . . . . . . . . . . . . 8 2.10. Material Adverse Effect . . . . . . . . . . . . . . . 9 2.11. Loans, Commitments and Contracts. . . . . . . . . . . 9 2.12. Absence of Defaults . . . . . . . . . . . . . . . . . 10 2.13.
Seller Reports. Since January 1, 1994, Seller -------------- has timely filed all material reports, registrations and statements, together with any required amendments thereto, that it was required to file with (i) the SEC, (ii) National Association of Securities Dealers, Inc. (the "NASD"), (iii) any federal, state, municipal or local government, securities, banking, insurance and other governmental or regulatory authority, and the agencies and staffs thereof (the entities in the foregoing clauses (i) through (iii) being referred to herein collectively as the "Regulatory Authorities" and individually as a "Regulatory Authority"), having jurisdiction over the affairs of it. All such material reports and statements filed with any such Regulatory Authority are collectively referred to herein as the "Seller Reports." As of each of their respective dates, the Seller Reports complied in all material respects with all the rules and regulations promulgated by the applicable Regulatory Authority. With respect to Seller Reports filed with the Regulatory Authorities, there is no material unresolved violation, criticism or exception by any Regulatory Authority with respect to any report or statement filed by, or any examinations of, Seller.
Seller Reports. Buyer acknowledges that Seller makes no warranties or representations regarding the adequacy, accuracy or completeness of Seller’s environmental and/or engineering reports or other materials relating to the Premises made available to Buyer (collectively, the “Reports”) or other documents relating to the Premises, and Buyer shall have no claim against Seller based upon the Reports or such other documents relating to the Premises or Seller’s failure to deliver any documents relating to the Premises to Buyer. Buyer further acknowledges that Buyer has had full opportunity to perform such physical inspections, environmental and engineering investigations and appraisals as Buyer deems appropriate prior to Closing, and Buyer obtained or shall obtain its own physical inspections, environmental and engineering reports and appraisals of the Premises.
Seller Reports. Except as set forth in Except as set forth in -------------- Schedule 2.06, since January 1, 1995, each of Seller and the Seller Subsidiaries ------------- has timely filed all material reports, registrations and statements, together with any required amendments thereto, that it was required to file with (i) the SEC, including, but not limited to, Forms 10-K, Forms 10-Q, Forms 8-K and proxy statements, (ii) the OTS, (iii) the FDIC and (iv) any federal, state, municipal or local government, securities, banking, savings and loan, environmental, insurance and other governmental or regulatory authority, and the agencies and staffs thereof (the entities in the foregoing clauses (i) through (iv) being referred to herein collectively as the "Regulatory Authorities" and individually as a "Regulatory Authority"), having jurisdiction over the affairs of it. All such material reports and statements filed with any such Regulatory Authority are collectively referred to herein as the "Seller Reports." As of each of their respective dates, the Seller Reports complied in all material respects with all the rules and regulations promulgated by the applicable Regulatory Authority. With respect to Seller Reports filed with the Regulatory Authorities, to the best knowledge of Seller, there is no material unresolved violation, criticism or exception by any Regulatory Authority with respect to any report or statement filed by, or any examinations of, Seller or any of the Seller Subsidiaries.
Seller Reports. Since January 1, 1995, each of Seller and the Seller Subsidiaries has timely filed any and all material reports, registrations and statements, together with any required amendments thereto, that it was required to file with (i) the SEC, including, but not limited to, Forms 10-K, Forms 10-Q and Forms 8-K, (ii) the Federal Reserve Board, (iii) the FDIC and (iv) any federal, state, municipal or local government, securities, banking, savings and loan, environmental, insurance and other governmental or regulatory authority, and the agencies and staffs thereof (the entities in the foregoing clauses (i) through (iv) being referred to herein collectively as the "Regulatory Authorities" and individually as a "Regulatory Authority"), having jurisdiction over the affairs of it. All such material reports and statements filed with any such Regulatory Authority are collectively referred to herein as the "Seller Reports." As of each of their respective dates, the Seller Reports complied in all material respects with all the rules and regulations promulgated by the applicable Regulatory Authority. With respect to Seller Reports filed with the Regulatory Authorities, there is no material unresolved violation, criticism or exception by any Regulatory Authority with respect to any report or statement filed by, or any examinations of, Seller or any of the Seller Subsidiaries.
Seller Reports. 9 -------------- 2.07. Properties and Leases....................................... 9 --------------------- 2.08. Taxes....................................................... 10 ----- 2.09. Material Adverse Effect..................................... 10 ----------------------- 2.10. Commitments and Contracts................................... 11 ------------------------- 2.11. Litigation and Other Proceedings............................ 12 -------------------------------- 2.12. Insurance................................................... 12 --------- 2.13. Compliance with Laws........................................ 12 -------------------- 2.14. Labor....................................................... 14 ----- 2.15. Material Interests of Certain Persons....................... 14 ------------------------------------- 2.16. Allowance for Loan and Lease Losses; Non-performing Assets.. 15 ---------------------------------------------------------- 2.17. Employee Benefit Plans...................................... 15 ---------------------- 2.18. Conduct of Seller to Date................................... 17 ------------------------- 2.19. Proxy Statement, etc........................................ 18 -------------------- 2.20. Registration Obligations.................................... 19 ------------------------ 2.21. State Takeover Statutes..................................... 19 ----------------------- 2.22. Accounting, Tax and Regulatory Matters...................... 19 -------------------------------------- 2.23.
Seller Reports. Buyer acknowledges that Seller makes no warranties or representations regarding the adequacy, accuracy or completeness of environmental and engineering reports delivered to Buyer by Seller (collectively the "Reports") or other documents relating to the Reports, and Buyer shall have no claim against Seller based upon the Reports or such other documents relating to the Reports. Buyer further acknowledges that Buyer has had full opportunity to perform such environmental and engineering investigations as Buyer deems appropriate prior to entering into this Agreement or shall have such opportunity during the Inspection Period, and Buyer obtained or shall obtain its own environmental and engineering reports of the Premises. At Seller's request, Buyer agrees to provide Seller with copies of all environmental and engineering reports and appraisals ordered by Buyer with respect to the Premises.
Seller Reports. Seller shall provide monthly reports to COMPANY on the Facility prior to the Commercial Operation Date in the form attached as Exhibit 4.
Seller Reports. 12 2.7 Title to and Condition of Assets...............................13 2.8
