Common use of REPRESENTATIONS AND WARRANTIES OF OLD NATIONAL Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF OLD NATIONAL. Except (i) as disclosed in the disclosure schedule delivered by Old National to Anchor concurrently herewith (the “Old National Disclosure Schedule”); provided, that (a) no such item is required to be set forth 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, (b) the mere inclusion of an item in the Old National Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Old National that such item represents a material exception or fact, event or circumstance or that such item is reasonably likely to result in a Material Adverse Effect and (c) any disclosures made with respect to a section of this Article IV shall be deemed to qualify (1) any other section of this Article IV specifically referenced or cross-referenced and (2) other sections of this Agreement to the extent it is reasonably apparent on its face (notwithstanding the absence of a specific cross reference) from a reading of the disclosure that such disclosure applies to such other sections or (ii) as disclosed in any Old National SEC Reports filed since December 31, 2014, and prior to the date hereof (but disregarding risk factor disclosures contained under the heading “Risk Factors,” or disclosures of risks set forth in any “forward-looking statements” disclaimer or any other statements that are similarly non-specific or cautionary, predictive or forward-looking in nature), Old National hereby represents and warrants to Anchor as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Anchor Bancorp Wisconsin Inc), Agreement and Plan of Merger (Old National Bancorp /In/)

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REPRESENTATIONS AND WARRANTIES OF OLD NATIONAL. Except (ia) as disclosed in the disclosure schedule delivered by Old National to Anchor First Midwest concurrently herewith (the “Old National Disclosure Schedule”); provided, that (ai) no such item is required to be set forth 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, (bii) the mere inclusion of an item in the Old National Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Old National that such item represents a material exception or fact, event or circumstance or that such item is would reasonably likely be expected to result in a Material Adverse Effect Effect, and (ciii) any disclosures made with respect to a section of this Article IV shall be deemed to qualify (1) any other section of this Article IV specifically referenced or cross-referenced and (2) other sections of this Agreement Article IV to the extent it is reasonably apparent on its face (notwithstanding the absence of a specific cross cross-reference) from a reading of the disclosure that such disclosure applies to such other sections or (iib) as disclosed in any Old National SEC Reports filed since December 31by Old National after January 1, 2014, 2020 and prior to the date hereof (but disregarding risk factor disclosures contained under the heading “Risk Factors,” or disclosures of risks set forth in any “forward-looking statements” disclaimer or any other statements that are similarly non-specific nonspecific or cautionary, predictive or forward-looking in nature), Old National hereby represents and warrants to Anchor First Midwest as follows:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Midwest Bancorp Inc), Agreement and Plan of Merger (Old National Bancorp /In/)

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