Common use of Making of Representations and Warranties Clause in Contracts

Making of Representations and Warranties. (a) Concurrently with the execution of this Agreement, Company has delivered to Buyer a schedule (the “Company Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more representations or warranties contained in Article III or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on the Company Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company that such item represents a material exception or fact, event or circumstance or that the item disclosed is or would reasonably be expected to have a Material Adverse Effect with respect to Company.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Eastern Bankshares, Inc.), Agreement and Plan of Merger (Cambridge Bancorp), Agreement and Plan of Merger (Independent Bank Corp)

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Making of Representations and Warranties. (a) Concurrently with On or prior to the execution of this Agreementdate hereof, Company Buyer has delivered to Buyer Company a schedule (the “Company Buyer Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement hereof or as an exception to one or more representations or warranties contained in this Article III IV or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on in the Company Buyer Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company a party that such item represents a material exception or fact, event or circumstance or that that, absent such inclusion in the Buyer Disclosure Schedule, such item disclosed is or would be reasonably be expected likely to have result in a Material Adverse Effect with respect to CompanyBuyer.

Appears in 4 contracts

Samples: Voting Agreement (Independent Bank Corp), Voting Agreement (Mayflower Bancorp Inc), Agreement and Plan of Merger (Independent Bank Corp)

Making of Representations and Warranties. (a) Concurrently with On or prior to the execution of this Agreementdate hereof, Company Buyer has delivered to Buyer Company a schedule (the “Company Buyer Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement hereof or as an exception to one or more representations or warranties contained in this Article III IV or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on in the Company Buyer Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company a party that such item represents a material an exception or fact, event or circumstance or that that, absent such inclusion in the Buyer Disclosure Schedule, such item disclosed is or would be reasonably be expected likely to have result in a Material Adverse Effect with respect to CompanyBuyer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Independent Bank Corp), Agreement and Plan of Merger (Peoples Federal Bancshares, Inc.)

Making of Representations and Warranties. (a) Concurrently with the execution of this Agreement, Company Buyer has delivered to Buyer Company a schedule (the “Company Buyer Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more representations or warranties contained in Article III IV or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on the Company Buyer Disclosure 35 Schedule as an exception to a representation or warranty shall not be deemed an admission by Company Buyer that such item represents a material exception or fact, event or circumstance or that the item disclosed is is, or would reasonably be expected to have have, a Material Adverse Effect with respect to CompanyBuyer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Independent Bank Corp), Agreement and Plan of Merger (Independent Bank Corp)

Making of Representations and Warranties. (a) Concurrently with the execution of this Agreement, Company Xxxxx has delivered to Buyer Company a schedule (the “Company Buyer Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more representations or warranties contained in Article III IV or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on the Company Buyer Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company Buyer that such item represents a material exception or fact, event or circumstance or that the item disclosed is is, or would reasonably be expected to have have, a Material Adverse Effect with respect to CompanyBuyer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Eastern Bankshares, Inc.), Agreement and Plan of Merger (Cambridge Bancorp)

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Making of Representations and Warranties. (a) Concurrently with On or prior to the execution date of this Agreement, Company Buyer has delivered to Buyer Company a schedule (the “Company Buyer Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more representations or warranties contained in Article III IV or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on the Company Buyer Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company Buyer that such item represents a material exception or fact, event or circumstance or that the item disclosed is is, or would reasonably be expected to have have, a Material Adverse Effect with respect to CompanyBuyer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Independent Bank Corp)

Making of Representations and Warranties. (a) Concurrently with On or prior to the execution date of this Agreement, Company has delivered to Buyer a schedule (the “Company Disclosure Schedule”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more representations or warranties contained in Article III or to one or more of its covenants contained in Article V; provided, however, that the mere inclusion of an item on the Company Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Company that such item represents a material exception or fact, event or circumstance or that the item disclosed is or would reasonably be expected to have a Material Adverse Effect with respect to Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Independent Bank Corp)

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