REPRESENTATIONS AND WARRANTIES OF ANCHOR. Except (i) as disclosed in the disclosure schedule delivered by Anchor to Old National concurrently herewith (the “Anchor Disclosure Schedule”); provided, that (a) no such item is required to be set forth as an exception to a representation or warranty if its absence would not result in the related representation or warranty being deemed untrue or incorrect, (b) the mere inclusion of an item in the Anchor Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Anchor that such item represents a material exception or fact, event or circumstance or that such item is reasonably likely to result in a Material Adverse Effect and (c) any disclosures made with respect to a section of this Article III shall be deemed to qualify (1) any other section of this Article III specifically referenced or cross-referenced and (2) other sections of this Agreement to the extent it is reasonably apparent on its face (notwithstanding the absence of a specific cross reference) from a reading of the disclosure that such disclosure applies to such other sections or (ii) as disclosed in any Anchor SEC Reports filed by Anchor since December 31, 2014, and prior to the date hereof (but disregarding risk factor disclosures contained under the heading “Risk Factors,” or disclosures of risks set forth in any “forward-looking statements” disclaimer or any other statements that are similarly non-specific or cautionary, predictive or forward-looking in nature), Anchor hereby represents and warrants to Old National as follows:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. Without limiting any of its warranties specified in Section 4, Anchor covenants, represents and warrants to AB as follows:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. (a) Organization and Corporate Authority. Anchor is a corporation duly organized, validly existing and in good standing under the laws of the Turks and Caicos Islands, British West Indies, and is qualified to do business in all jurisdictions where it is required to do so. Anchor has all requisite corporate power and authority, governmental permits, consents, authorizations, registrations, licenses and memberships necessary to own its property and to carry on its business in the places where such properties are now owned and operated or such business is being conducted. Anchor is not a "U.S. person", as that term is defined in the securities laws and regulations of the United States.
REPRESENTATIONS AND WARRANTIES OF ANCHOR. Anchor covenants, represents and warrants to AB as follows:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. Anchor represents and warrants as follows:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. Anchor --------------------------------------------- represents and warrants as of the date hereof as follows:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. . . 26 Section 13.2. Representations and Warranties of ANLIC (Hawaii) . 29
REPRESENTATIONS AND WARRANTIES OF ANCHOR. (a) Organization and Corporate Authority. Anchor is a corporation duly organized, validly existing and in good standing under the laws of the Turks and Caicos Islands, British West Indies, and is qualified to do business in all jurisdictions where it is required to do so. Anchor has all requisite corporate power and authority, governmental permits, consents, authorizations, registrations, licenses and memberships necessary to own its property and to carry on its business in the places where such properties are now owned and operated or such business is being conducted.
REPRESENTATIONS AND WARRANTIES OF ANCHOR. Anchor hereby certifies, represents and warrants to the Trustee as of the date hereof and as of the Closing Date that:
REPRESENTATIONS AND WARRANTIES OF ANCHOR. 7 3.01 ORGANIZATION AND AUTHORITY 8 3.02 AUTHORIZATION 9 3.03 CAPITALIZATION 9 3.04 ORGANIZATIONAL DOCUMENTS 10 3.05 COMPLIANCE WITH LAW 11
