Compliance with Representations and Covenants. (a) The representations and warranties of the Bank contained in this Agreement shall have been true and correct when made and (except for those representations and warranties specifically stated to be made only as of a specific date) shall be true and correct in all material respects as of the Closing Date as though made on and as of the Closing Date, without regard to any materiality qualifiers contained therein. FBC shall have received a certificate of an appropriate officer of the Bank to such effect dated as of the Closing Date.
(b) The Bank shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by the Bank on or prior to the Closing Date. FBC shall have received a certificate of an appropriate officer of the Bank to such effect dated as of the Closing Date.
Compliance with Representations and Covenants. The representations and warranties made by Texas Regional in this Agreement shall have been true in all material respects when made and, except as may otherwise be contemplated or permitted herein, shall be true in all material respects as of the Closing Date with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and Texas Regional shall have performed or complied in all material respects with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing. San Xxxx Bancshares shall have been furnished with a certificate dated the Closing Date, signed by the President of Texas Regional, in his capacity as such, to the foregoing effect.
Compliance with Representations and Covenants. The representations and warranties made by Trustmark in this Agreement must have been true in all material respects when made and shall be true in all material respects as of the Closing Date with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and Trustmark shall have performed and complied in all material respects with all covenants and conditions required by this Agreement to be performed or complied with by Trustmark prior to or at the Closing, including Section 5.4(d). Cadence shall be furnished with a certificate, executed by appropriate representatives of Trustmark and dated as of the Closing Date, to the foregoing effect.
Compliance with Representations and Covenants. The representations and warranties of Seller made in this Agreement qualified as to materiality shall be true and correct, and those not so qualified shall be true and correct in all material respects, as of the date hereof and as of the time of the Closing as though made as of such time, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties qualified as to materiality shall be true and correct, and those not so qualified shall be true and correct in all material respects, on and as of such earlier date). Seller shall have and caused the Businesses to have duly performed, complied with and satisfied all covenants, agreements and conditions required by this Agreement to be performed, complied with or satisfied by them prior to the time of the Closing.
Compliance with Representations and Covenants. (a) The representations and warranties of Seller made in Sections 4.1, 4.2, 4.3, 4.4, 4.5, 4.7, 4.18, 4.19, 4.20 and 4.21 and each of the representations and warranties qualified as to materiality shall be true and correct in all respects, and (b) those not so qualified shall be true and correct in all material respects, as of the date hereof and as of the time of Closing as though made as of such time, except to the extent any such representations and warranties expressly relates to an earlier date (in which case, subject to part (a) of this Section 6.1, such representations and warranties qualified as to materiality shall be true and correct, and those not so qualified shall be true and correct in all material respects, on and as of such earlier date). Seller has duly performed, complied with and satisfied all covenants, agreements and conditions required by this Agreement to be performed, complied with or satisfied by it prior to the time of Closing.
Compliance with Representations and Covenants. The representations and warranties made by Cadence in this Agreement must have been true in all material respects when made and shall be true in all material respects as of the Closing Date with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and Cadence shall have performed or complied with all covenants and conditions required by this Agreement to be performed and complied with prior to or at the Closing. Trustmark shall have been furnished with a certificate, executed by an appropriate representative of Cadence and dated as of the Closing Date, to the foregoing effect.
Compliance with Representations and Covenants. (a) The representations and warranties of Parent and Merger Sub contained in this Agreement shall have been true and correct in all material respects when made and (except for those representations and warranties specifically stated to be made only as of a specified date) shall be true and correct in all material respects as of the Closing Date as though made on and as of the Closing Date (without giving effect to any limitation or qualification as to Material Adverse Effect or “materiality” (including the word “material”) set forth therein). The Bank shall have received a certificate of the Chief Executive Officer of each of Parent and Merger Sub to such effect, dated as of the Closing Date.
(b) Parent and Merger Sub shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by Parent or Merger Sub on or prior to the Closing Date. The Bank shall have received a certificate of the Chief Executive Officer of Parent and Merger Sub to such effect, dated as of the Closing Date.
Compliance with Representations and Covenants. (a) The representations and warranties of the Bank contained in this Agreement shall have been true and correct in all material respects when made and (except for those representations and warranties specifically stated to be made only as of a specific date) shall be true and correct in all material respects as of the Closing Date as though made on and as of the Closing Date (without giving effect to any limitation or qualification as to Material Adverse Effect or “materiality” (including the word “material”) set forth therein). Parent shall have received a certificate of the President of the Bank to such effect dated as of the Closing Date.
(b) The Bank shall have performed or complied in all materials respects with all agreements and covenants required by this Agreement to be performed or complied with by the Bank on or prior to the Closing Date. Parent shall have received a certificate of the President of the Bank to such effect dated as of the Closing Date.
Compliance with Representations and Covenants. Section 9.2.
Compliance with Representations and Covenants. (a) The representations and warranties of AALP contained in this Agreement shall have been true and correct when made and (except for those representations and warranties specifically stated to be made only as of a specified date) shall be true and correct in all material respects as of the Closing Date as though made on and as of the Closing Date, without regard to any materiality qualifiers contained therein. AMI shall have received a certificate of the general partner of AALP to such effect.
(b) AALP shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by AALP on or prior to the Closing Date. AMI shall have received a certificate of the general partner of AALP to such effect.
