FFFB definition
Examples of FFFB in a sentence
FFFB and its Subsidiaries shall take all steps required by any relevant federal or state law or regulation or under any relevant agreement or other document to exempt or continue to exempt CLAS, Classic Bank, the Agreement, the Plan of Bank Merger and the Merger from any provisions of an antitakeover nature in FFFB's or its Subsidiaries' certificate of incorporation and bylaws, or similar organizational documents, and the provisions of any federal or state antitakeover laws.
All elections shall be revoked automatically if the Exchange Agent is notified in writing by CLAS and FFFB that this Agreement has been terminated.
Since October 1, 1999, FFFB has filed with the SEC all reports, schedules, registration statements, definitive proxy statements and other documents that it has been required to file under the Securities Act or the Exchange Act (collectively, "FFFB'S REPORTS").
All of the FFFB Employee Plans comply in all material respects with all applicable requirements of ERISA, the IRC and other applicable laws.
To the best of FFFB's knowledge, the FFFB Rights Agreement has not been amended since adoption; as of the Effective Time, the Rights will not be, nor will they have ever been, exercisable or transferable separately from the FFFB Common Stock; and upon the completion the Merger, the Rights will expire and no person shall have any rights with respect to the FFFB Rights Agreement.
An Election Form shall be deemed properly completed only if accompanied by one or more certificates representing FFFB Common Stock ("CERTIFICATES") (or customary affidavits and, if required by CLAS pursuant to SECTION 2.7(i), indemnification regarding the loss or destruction of such Certificates or the guaranteed delivery of such Certificates) representing all shares of FFFB Common Stock covered by such Election Form, together with duly executed transmittal materials included with the Election Form.
Each lease pursuant to which FFFB or any of its Subsidiaries as lessee, leases real or personal property, is valid and in full force and effect and neither FFFB nor any of its Subsidiaries, nor, to FFFB's knowledge, any other party to any such lease, is in default or in violation of any material provisions of any such lease except where any such default would not result in a Material Adverse Effect on FFFB.
Notwithstanding any other provision of this Agreement to the contrary, shares of FFFB Common Stock that are outstanding immediately prior to the Effective Time and which are held by stockholders who shall have not voted in favor of the Merger and who have filed with FFFB a written objection to the Merger (collectively, the "DISSENTERS' SHARES") shall not be converted into or represent the right to receive the Merger Consideration.
FFFB reserves the right to request further information and/or conduct a site inspection.
As soon as practicable after the execution of this Agreement, FFFB, First Federal and CLAS will corporate to cause the FFFB ESOP to be amended in a manner reasonably acceptable to FFFB and Classic to provide that the FFFB ESOP will terminate upon the Effective Time.