REPRESENTATIONS AND WARRANTIES OF CBT. CBT represents and warrants to each Shareholder as of November 30, 1998 as follows:
REPRESENTATIONS AND WARRANTIES OF CBT. CB&T hereby represents and warrants to BFC as follows:
REPRESENTATIONS AND WARRANTIES OF CBT. 12 4.1. Standard.................................................13 4.2. Organization.............................................13 4.3. Capitalization...........................................13 4.4. Authority; No Violation..................................14 4.5. Consents.................................................15 4.6. Financial Statements.....................................15 4.7. Taxes....................................................16 4.8. No Material Adverse Effect...............................16 4.9. Material Contracts; Leases; Defaults.....................16 4.10. Ownership of Property; Insurance Coverage................17 4.11. Legal Proceedings........................................18 4.12.
REPRESENTATIONS AND WARRANTIES OF CBT. CB&T represents and warrants to AANB that the statements contained in this Article IV are correct as of the date of this Agreement, except as set forth in the CB&T DISCLOSURE SCHEDULE delivered by CB&T to AANB on the date hereof, and except as to any representation or warranty which specifically relates to an earlier date. CB&T has made a good faith effort to ensure that the disclosure on each schedule of the CB&T DISCLOSURE SCHEDULE corresponds to the section referenced herein. However, for purposes of the CB&T DISCLOSURE SCHEDULE, any item disclosed on any schedule therein is deemed to be fully disclosed with respect to all schedules under which such item may be relevant as and to the extent that it is reasonably apparent that such item applies to such other schedule.
REPRESENTATIONS AND WARRANTIES OF CBT. CB&T hereby represents and warrants to Carolina First as follows:
REPRESENTATIONS AND WARRANTIES OF CBT. CBT, by its acceptance of the CBT Warrant, represents and warrants that (i) CBT is acquiring the CBT Warrant and the related Warrant Shares for its own account for investment purposes only and not as nominee or agent for any other Person and not for offer or sale in any manner that would be in violation of the securities laws of the United States of America or any state thereof, without prejudice, however, to its right at all times to sell or otherwise dispose of all or any part of said CBT Warrant or Warrant Shares under a registration under the Securities Act or any applicable state securities laws or under an exemption from such registration available under such Act or any applicable state securities laws, and (ii) CBT is an "accredited" investor within the meaning of Regulation D promulgated under the Securities Act.
REPRESENTATIONS AND WARRANTIES OF CBT. CBT hereby represents and warrants to NPB as follows:
REPRESENTATIONS AND WARRANTIES OF CBT. CBT represents and warrants to BHLB and Berkshire Bank that the statements contained in this Article IV 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 IV), subject to the standard set forth in Section 4.1 and except as set forth in the CBT Disclosure Schedule delivered by CBT to BHLB and Berkshire Bank on the date hereof, and except as to any representation or warranty which specifically relates to an earlier date, which only need be correct as of such earlier date, provided, however, that disclosure in any section of such CBT 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.
