Common use of Representations and Warranties Generally Clause in Contracts

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 43 contracts

Samples: Subordinated Note Purchase Agreement (MVB Financial Corp), Subordinated Note Purchase Agreement (ISABELLA BANK Corp), Subordinated Note Purchase Agreement (Community Financial Corp /Md/)

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Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 14 contracts

Samples: Subordinated Note Purchase Agreement (ConnectOne Bancorp, Inc.), Form of Subordinated Note Purchase Agreement (Quaint Oak Bancorp Inc), Subordinated Note Purchase Agreement (BankGuam Holding Co)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 13 contracts

Samples: Subordinated Note Purchase Agreement (Limestone Bancorp, Inc.), Subordinated Note Purchase Agreement (German American Bancorp, Inc.), Subordinated Note Purchase Agreement (CapStar Financial Holdings, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 10 contracts

Samples: Form of Subordinated Note Purchase Agreement (County Bancorp, Inc.), Form of Subordinated Note Purchase Agreement (Blue Ridge Bankshares, Inc.), Form of Subordinated Note Purchase Agreement (Orrstown Financial Services Inc)

Representations and Warranties Generally. The representations and warranties of the such Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the such Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the such Purchaser to the Company as to the matters set forth therein.

Appears in 9 contracts

Samples: Subordinated Note Purchase Agreement (Greene County Bancorp Inc), Subordinated Note Purchase Agreement (First Bancshares Inc /MS/), Form of Subordinated Note Purchase Agreement (Independent Bank Corp /Mi/)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchasers or to counsel for the Company Purchasers shall be deemed to be a representation and warranty by the Purchaser Company to the Company Purchasers as to the matters set forth therein.

Appears in 7 contracts

Samples: Subordinated Note Purchase Agreement (BCB Bancorp Inc), Subordinated Note Purchase Agreement (Stewardship Financial Corp), Subordinated Note Purchase Agreement (Wellesley Bancorp, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 5 contracts

Samples: Subordinated Note Purchase Agreement (QCR Holdings Inc), Subordinated Note Purchase Agreement (County Bancorp, Inc.), Subordinated Note Purchase Agreement (Bridgewater Bancshares Inc)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement or in any other agreement delivered to the Purchasers by the Company pursuant to the requirements of this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided hereinherein or therein. Any certificate signed by a duly authorized representative of the Purchaser Company and delivered to the Company a Purchaser or to counsel for the Company a Purchaser shall be deemed to be a representation and warranty by the Company to such Purchaser to the Company as to the matters set forth therein.

Appears in 4 contracts

Samples: Subordinated Note Purchase Agreement (Mercantile Bank Corp), Subordinated Note Purchase Agreement (Farmers National Banc Corp /Oh/), Subordinated Note Purchase Agreement (MVB Financial Corp)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are shall be true and correct as of the date hereof and will be true and correct as of the Closing Date and (except for any such representation or warranty that is made only as otherwise specifically provided hereinof a specific date, in which case as of such specific date). Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 3 contracts

Samples: Subordinated Note Purchase Agreement (Colony Bankcorp Inc), Subordinated Note Purchase Agreement (River Financial Corp), Subordinated Note Purchase Agreement (MainStreet Bancshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct in all material respects (i) as of the Closing Date and (ii) as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 3 contracts

Samples: Subordinated Note Purchase Agreement (First Bancshares Inc /MS/), Subordinated Note Purchase Agreement (First Bancshares Inc /MS/), Subordinated Note Purchase Agreement (Franklin Financial Network Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 3 contracts

Samples: Subordinated Note Purchase Agreement (FS Bancorp, Inc.), Subordinated Note Purchase Agreement (WashingtonFirst Bankshares, Inc.), Subordinated Note Purchase Agreement (Eagle Bancorp Montana, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the a Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (First Guaranty Bancshares, Inc.), Subordinated Note Purchase Agreement (First Guaranty Bancshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (MidWestOne Financial Group, Inc.), Subordinated Note Purchase Agreement (Atlantic Capital Bancshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the such Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (Central Valley Community Bancorp), Form of Subordinated Note Purchase Agreement (Bankwell Financial Group, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date (in each case except to the extent any such representation or warranty is made as of a specified date, in which case such representation and warranty shall be true and correct as otherwise specifically provided hereinof such date). Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (Five Star Bancorp), Subordinated Note Purchase Agreement (Five Star Bancorp)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchaser or to counsel for the Company Purchaser shall be deemed to be a representation and warranty by Company to the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (First Guaranty Bancshares, Inc.), Subordinated Note Purchase Agreement (First Guaranty Bancshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.. 7

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement (Citizens Community Bancorp Inc.), Subordinated Note Purchase Agreement (Citizens Community Bancorp Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct (i) as of the date hereof and will be true and correct as of the Closing Date and (ii) as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 2 contracts

Samples: Senior Note Purchase Agreement (Patriot National Bancorp Inc), Form of Subordinated Note Purchase Agreement (Bay Banks of Virginia Inc)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company or Purchasers pursuant to counsel for the Company this Agreement shall be deemed to be be, as of the date of such certificate, a representation and warranty by the Purchaser Company to the Company Purchasers as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Peoples Financial Services Corp.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein. VII.

Appears in 1 contract

Samples: Execution Version Subordinated Note Purchase Agreement (Camden National Corp)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided hereinherein or therein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchasers or to counsel for the Company Purchasers shall be deemed to be be, as of the date of such certificate, a representation and warranty by the Purchaser Company to the Company Purchasers as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Origin Bancorp, Inc.)

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Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel 19 for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Bar Harbor Bankshares)

Representations and Warranties Generally. The representations and warranties of the each Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the a Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the such Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Guaranty Federal Bancshares Inc)

Representations and Warranties Generally. The representations and warranties of the such Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the such Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the such Purchaser to the Company as to the matters set forth therein. 7.

Appears in 1 contract

Samples: Execution Copy Subordinated Note Purchase Agreement (Sound Financial Bancorp, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.. {Clients/1716/00404482.DOCX/ } 20

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Eagle Financial Services Inc)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchaser or to counsel for the Company Purchaser shall be deemed to be a representation and warranty by Company to the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (WashingtonFirst Bankshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the each Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the a Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be be, as of the date of such certificate, a representation and warranty by the such Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Origin Bancorp, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be be, as of the date of such certificate, a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Peoples Financial Services Corp.)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided hereinherein or therein. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchaser or to counsel for the Company Purchaser shall be deemed to be be, as of the date of such certificate, a representation and warranty by the Purchaser Company to the Company Purchaser as to the matters set forth therein.

Appears in 1 contract

Samples: Form of Subordinated Note Purchase Agreement (Veritex Holdings, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be be, as of the date of such certificate, a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Form of Subordinated Note Purchase Agreement (Veritex Holdings, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Stewardship Financial Corp)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.. 20

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (First Us Bancshares, Inc.)

Representations and Warranties Generally. The representations and warranties of the Purchaser set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and except as otherwise specifically provided herein. Any certificate signed by a duly authorized representative of the Purchaser and delivered to the Company or to counsel for the Company shall be deemed to be a representation and warranty by the Purchaser to the Company as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Bancfirst Corp /Ok/)

Representations and Warranties Generally. The representations and warranties of the Purchaser Company set forth in this Agreement are true and correct as of the date hereof and will be true and correct as of the Closing Date and as otherwise specifically provided hereinDate. Any certificate signed by a duly authorized representative an officer of the Purchaser Company and delivered to the Company Purchasers or to counsel for the Company Purchasers shall be deemed to be a representation and warranty by the Purchaser Company to the Company Purchasers as to the matters set forth therein.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Salisbury Bancorp Inc)

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