Common use of No Further Representations Clause in Contracts

No Further Representations. Except for the representations and warranties made by the Capstone Parties in this Article IV (including the related portions of the Capstone Disclosure Memorandum), neither Bancshares nor Capstone, nor any other Person, makes or has made any express or implied representation or warranty with respect to Bancshares or Capstone or their respective Subsidiaries or the respective businesses, operations, assets, liabilities, or conditions (financial or otherwise) of the Capstone Parties and their Subsidiaries, and the Capstone Parties hereby disclaim any such other representations or warranties. In particular, without limiting the foregoing disclaimer, neither Bancshares nor Capstone, nor any other Person, makes or has made any representation or warranty to the SmartFinancial Parties or any of their Affiliates or representatives with respect to (i) any financial projection, forecast, estimate, budget, or prospective information relating to the Capstone Parties or any of their Subsidiaries or the respective businesses of the Capstone Parties and their Subsidiaries or (ii) except for the representations and warranties made by the Capstone Parties in this Article IV, any oral or written information presented, delivered, or made available to the SmartFinancial Parties or any of their Affiliates or representatives in the course of their due diligence investigation of the Capstone Parties or their negotiation of this Agreement or otherwise in the course of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smartfinancial Inc.)

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No Further Representations. Except for the representations and warranties made by the Capstone Foothills Parties in this Article IV (including the related portions of the Capstone Foothills Disclosure Memorandum), neither Bancshares Bancorp nor Capstonethe Bank, nor any other Person, makes or has made any express or implied representation or warranty with respect to Bancshares Bancorp or Capstone the Bank or their respective Subsidiaries or the respective businesses, operations, assets, liabilities, or conditions (financial or otherwise) of the Capstone Foothills Parties and their respective Subsidiaries, and the Capstone Foothills Parties hereby disclaim any such other representations or warranties. In particular, without limiting the foregoing disclaimer, neither Bancshares Bancorp nor Capstonethe Bank, nor any other Person, makes or has made any representation or warranty to the SmartFinancial Parties or any of their its Affiliates or representatives with respect to (i) any financial projection, forecast, estimate, budget, or prospective information relating to the Capstone Foothills Parties or any of their respective Subsidiaries or the respective businesses of the Capstone Foothills Parties and their respective Subsidiaries or (ii) except for the representations and warranties made by the Capstone Foothills Parties in this Article IV, any oral or written information presented, delivered, or made available to the SmartFinancial Parties or any of their its Affiliates or representatives in the course of their due diligence investigation of the Capstone Foothills Parties or their negotiation of this Agreement or otherwise in the course of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smartfinancial Inc.)

No Further Representations. (i) Except for the representations and warranties made by the Capstone Parties Reliant in this Article IV V (including the related portions of the Capstone Reliant Disclosure Memorandum), neither Bancshares nor Capstone, Reliant nor any other Person, Person makes or has made any express or implied representation or warranty with respect to Bancshares Reliant or Capstone Reliant Bank or their respective Subsidiaries or the respective businesses, operations, assets, liabilities, or conditions (financial or otherwise) of the Capstone Reliant Parties and their respective Subsidiaries, and the Capstone Parties Reliant hereby disclaim disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, neither Bancshares nor Capstone, Reliant nor any other Person, Person makes or has made any representation or warranty to the SmartFinancial TCB Holdings Parties or any of their Affiliates or representatives with respect to (i) any financial projection, forecast, estimate, budget, or prospective information relating to the Capstone Reliant Parties or any of their respective Subsidiaries or the respective businesses of the Capstone Reliant Parties and their respective Subsidiaries or (ii) except for the representations and warranties made by the Capstone Parties Reliant in this Article IVV, any oral or written information presented, delivered, or made available to the SmartFinancial TCB Holdings Parties or any of their Affiliates or representatives in the course of their due diligence investigation of the Capstone Reliant Parties or their negotiation of this Agreement or otherwise in the course of the transactions contemplated hereby.

Appears in 1 contract

Samples: Voting Agreement (Reliant Bancorp, Inc.)

No Further Representations. Except for the representations and warranties made by the Capstone Community First Parties in this Article IV (including the related portions of the Capstone Community First Disclosure Memorandum), neither Bancshares CFI nor CapstoneBank, nor any other Person, makes or has made any express or implied representation or warranty with respect to Bancshares CFI or Capstone Bank or their respective Subsidiaries or the respective businesses, operations, assets, liabilities, or conditions (financial or otherwise) of the Capstone Community First Parties and their Subsidiaries, and the Capstone Community First Parties hereby disclaim any such other representations or warranties. In particular, without limiting the foregoing disclaimer, neither Bancshares CFI nor CapstoneBank, nor any other Person, makes or has made any representation or warranty to the SmartFinancial Commerce Union Parties or any of their Affiliates or representatives with respect to (i) any financial projection, forecast, estimate, budget, or prospective information relating to the Capstone Community First Parties or any of their Subsidiaries or the respective businesses of the Capstone Community First Parties and their Subsidiaries or (ii) except for the representations and warranties made by the Capstone Community First Parties in this Article IV, any oral or written information presented, delivered, or made available to the SmartFinancial Commerce Union Parties or any of their Affiliates or representatives in the course of their due diligence investigation of the Capstone Community First Parties or their negotiation of this Agreement or otherwise in the course of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Community First Inc)

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No Further Representations. Except for the representations and warranties made by the Capstone Commerce Union Parties in this Article IV V (including the related portions of the Capstone Commerce Union Disclosure Memorandum), neither Bancshares Commerce Union, Merger Sub, nor CapstoneReliant, nor any other Person, makes or has made any express or implied representation or warranty with respect to Bancshares Commerce Union, Merger Sub, or Capstone Reliant or their respective Subsidiaries or the respective businesses, operations, assets, liabilities, or conditions (financial or otherwise) of the Capstone Commerce Union Parties and their Subsidiaries, and the Capstone Commerce Union Parties hereby disclaim any such other representations or warranties. In particular, without limiting the foregoing disclaimer, neither Bancshares Commerce Union, Merger Sub, nor CapstoneReliant, nor any other Person, makes or has made any representation or warranty to the SmartFinancial Community First Parties or any of their Affiliates or representatives with respect to (i) any financial projection, forecast, estimate, budget, or prospective information relating to the Capstone Commerce Union Parties or any of their Subsidiaries or the respective businesses of the Capstone Commerce Union Parties and their Subsidiaries or (ii) except for the representations and warranties made by the Capstone Commerce Union Parties in this Article IVV, any oral or written information presented, delivered, or made available to the SmartFinancial Community First Parties or any of their Affiliates or representatives in the course of their due diligence investigation of the Capstone Commerce Union Parties or their negotiation of this Agreement or otherwise in the course of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Community First Inc)

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