Contracts with Clients. Except for instances of ---------------------- noncompliance with the following representations (Section 4.01(O)(3)(a-b)) ----------------------- which would not be reasonably likely, individually or in the aggregate, to have a Material Adverse Effect on the Company: (a) Each of the Company and the Company Subsidiaries is in compliance with the terms of each Contract with any customer to whom the Company or any Company Subsidiary provides services under any Contract (a "Client"), and each such Contract is in full force and effect with respect to the applicable Client. There are no disputes pending or, to the Company's knowledge, threatened with any Client under the terms of any such Contract or with any former Client. The Company has provided or made available to First Union true and complete copies of the standard form of all advisory, sub-advisory and similar agreements with Clients; and (b) Each extension of credit by the Company or any of the Company Subsidiaries to any Client (i) is in full compliance with Regulation T of the Federal Reserve Board or any substantially similar regulation of any Regulatory Authority, (ii) is fully secured, and (iii) the Company or a Company Subsidiary, as the case may be, has a first priority perfected security interest in the collateral securing such extension.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Everen Capital Corp), Merger Agreement (Everen Capital Corp)