Representations and Warranties in Bank Merger Agreement. Each and every one of the representations and warranties of Seller Bank and the Bank Stockholders made to MB and/or any of its subsidiaries or affiliates in the Bank Merger Agreement or in any other document or instrument contemplated thereby, is true and correct in all material respects and does not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make such representations and warranties not misleading, except that no Seller Stockholder represents or warrants as to such accuracy and truthfulness under the provisions of this Paragraph 8(jj) to the extent that the representations and warranties contained in the Bank Merger Agreement or in such other documents or instruments (i) purport to be based upon the individual knowledge of any Bank Stockholder other than such Seller Stockholder, or (ii) relate to the individual ownership of Bank Shares by any Bank Stockholder other than such Seller Stockholder free and clear of all liens, claims, charges and other encumbrances.
