REPRESENTATIONS AND WARRANTIES OF BHB. As a material inducement to LSBG to enter into this Agreement and to consummate the transactions contemplated hereby, BHB hereby makes to LSBG the representations and warranties contained in this Article IV.
REPRESENTATIONS AND WARRANTIES OF BHB. BHB represents and warrants to Rome that the statements contained in this Article V are correct as of the date of this Agreement and will be correct as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Article V), subject to the standard set forth in Section 5.1 and except as set forth in the BHB Disclosure Schedule delivered by BHB to Rome on the date hereof, and except as to any representation or warranty which specifically relates to an earlier date, which only need be so correct as of such earlier date, provided, however, that disclosure in any section of such BHB Disclosure Schedule shall apply only to the indicated Section of this Agreement except to the extent that it is reasonably apparent that such disclosure is relevant to another section of this Agreement, and provided, further that notwithstanding anything in this Agreement to the contrary, no item is required to be set forth in such schedule as an exception to a representation or warranty if its absence would not result in the related representation or warranty being deemed untrue or incorrect under the standard established by Section 5.1. BHB has made a good faith, diligent effort to ensure that the disclosure on each schedule of the BHB Disclosure Schedule corresponds to the Section referenced herein. References to the Knowledge of BHB shall include the Knowledge of Berkshire Bank.
REPRESENTATIONS AND WARRANTIES OF BHB. 5 Section 3.1 Corporate Organization............................................................5 Section 3.2 Capitalization....................................................................7 Section 3.3 Authority.........................................................................7 Section 3.4 Financial Statements..............................................................7 Section 3.5 Absence of Certain Changes or Events..............................................8 Section 3.6
REPRESENTATIONS AND WARRANTIES OF BHB. Except as set forth in the "BHB Disclosure Schedules," which shall consist of all of the agreements, lists, instruments and other documentation and information described or referred to in this Agreement as being provided on a specified schedule, BHB hereby represents and warrants to Buyer as follows:
