Representations and Warranties of BancShares Parties. The representations and warranties of BancShares, FCB, and Merger Sub contained in Section 5.2(n) (Broker Fees) shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date). The representations and warranties of BancShares, FCB, and Merger Sub contained in Section 5.2(a) (Organization and Qualification) and Section 5.2(c) (Authority) shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date). All other representations and warranties of BancShares, FCB, and Merger Sub contained in ARTICLE V shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date shall be true and correct only as of such date), except where the failure of such representations and warranties to be so true and correct has not had or resulted in, and would not reasonably be expected to have or result in, individually or in the aggregate, a Material Adverse Effect on BancShares; provided that, for purposes of this sentence only, those representations and warranties containing or subject to a materiality or Material Adverse Effect qualifier shall be read without, and shall be deemed not to include or be subject to, any such qualifier.
Representations and Warranties of BancShares Parties. 38 Section 5.1 BancShares Disclosure Memorandum................................................................................................38 Section 5.2 Representations and Warranties..........................................................................................................38
