REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Bancshares hereby represents and warrants to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. No representation or warranty of Bancshares contained in this Section 4 shall be deemed untrue or incorrect, and Bancshares shall not be deemed to have breached a representation or warranty, as a consequence of the existence of any fact, circumstance or event unless such act, circumstance or event, individually or taken together with all other facts, circumstances or events inconsistent with any paragraph of Section 4, has had or is reasonably expected to have a Material Adverse Effect; provided, however, that the foregoing standard shall not apply to representations and warranties contained in Sections 4.2, 4.4, 4.9, 4.10(a), (b) and (c), 4.15 and 4.16, which shall be deemed untrue, incorrect and breached if they are not true and correct in all material respects. Except as set forth in its Disclosure Schedule delivered to Horizon (the “Bancshares Disclosure Schedule”), simultaneously with the execution hereof, Bancshares hereby represents and warrants to Horizon as of the date hereof and up to and including the Closing Date as follows (all representations and warranties by Bancshares include its subsidiaries):
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Subject to Sections 5.1 and 5.2 and except as Previously Disclosed in a paragraph of its Disclosure Schedule corresponding to the relevant paragraph below, Bancshares hereby represents and warrants to Wachovia:
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. 19 Section 3.1. Organization.............................................19 Section 3.2. Approvals; Authority.....................................20 Section 3.3. No Conflict With Other Instruments.......................20 Section 3.4. Litigation and Other Proceedings.........................20 Section 3.5. Ability to Pay Merger Consideration......................21 Section 3.6. Regulatory Approvals.....................................21 Section 3.7. Year 2000 Compliance.....................................21 Section 3.8. Community Reinvestment Act...............................21
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Bancshares represents and warrants to South Texas that the statements contained in this Article III are true and correct in all material respects. Bancshares agrees that, at the Closing, it shall provide South Texas with supplemental schedules reflecting any material changes in the information contained in the Schedules which have occurred in the period from the date of delivery of such Schedules to the date of Closing.
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. References to "Bancshares Disclosure Memorandum" shall mean the disclosure -------------------------------- memorandum referred to in this Article II and Article IV hereof, which has been delivered by Bancshares to Acquiror on or prior to the date hereof. Bancshares hereby represents and warrant to Acquiror as follows as of the date hereof:
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Bancshares represents and warrants to Purchaser that each of the following statements in this Article IV is true and correct on the date hereof and will be true and correct at Closing. As expressly set forth below in this Article IV, certain representations and warranties are qualified by disclosures set forth in the Bancshares Disclosure Schedule.
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Bancshares, knowing and intending that NFS is relying on such representations and warranties in entering into this Agreement, hereby represents and warrants to NFS as follows:
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Bancshares and USB, jointly and severally, represent and warrant to Legacy that:
REPRESENTATIONS AND WARRANTIES OF BANCSHARES. Except as may be disclosed to SWB in the Bancshares Disclosure Schedule, Bancshares represents and warrants to SWB, as of the date hereof and as of the Closing Date (except those representations and warranties that are made as of a specific date need only be true as of such date) as follows:
