REPRESENTATIONS AND WARRANTIES OF PSB. Except as set forth in the Disclosure Schedule delivered by PSB to Summit prior to the execution hereof (the “PSB Disclosure Schedule”), PSB hereby makes the representations and warranties set forth in this Article III to Summit as of the date hereof and as of the Closing Date. For purposes of the representations and warranties of PSB contained herein, disclosure in any section of the PSB Disclosure Schedule of any facts or circumstances shall be deemed to be adequate response and disclosure of such facts or circumstances with respect to all representations or warranties by PSB calling for disclosure of such information, whether or not such disclosure is specifically associated with or purports to respond to one or more of such representations or warranties, if it is reasonably apparent on the face of the PSB Disclosure Schedule that such disclosure is applicable. The inclusion of any information in any section of the PSB Disclosure Schedule or other document delivered by PSB pursuant to this Agreement shall not be deemed to be an admission or evidence of the materiality of such item, nor shall it establish a standard of materiality for any purpose whatsoever. PSB agrees to provide prior to the Closing supplemental Disclosure Schedules reflecting any material changes to the representations and warranties set forth herein between the date of this Agreement and the Closing Date to Summit. Delivery of such Supplemental Disclosure Schedules shall not cure a breach of or modify a representation or warranty.
REPRESENTATIONS AND WARRANTIES OF PSB. Section 3.01 Organization . . . . . . . . . . . . . . . . . . 24 Section 3.02 Capital Structure. . . . . . . . . . . . . . . . 25 Section 3.03 Authority; No Violation. . . . . . . . . . . . . 25 Section 3.04 Consents . . . . . . . . . . . . . . . . . . . . 26
REPRESENTATIONS AND WARRANTIES OF PSB. PSB hereby represents and warrants to FBKP that PSB has full corporate power and authority to execute, deliver and perform this Stock Option Agreement and all corporate action necessary for execution, delivery and performance of this Stock Option Agreement has been duly taken by PSB. This Stock Option Agreement constitutes a legal, valid and binding obligation of PSB, enforceable against PSB in accordance with its terms (except as may be limited by applicable bankruptcy, insolvency, Reorganization, moratorium, fraudulent transfer and similar laws of general applicability relating to or affecting creditors' rights or by general equity principles).
REPRESENTATIONS AND WARRANTIES OF PSB. PSB hereby represents and warrants to JADE that, except as set forth in the PSB Disclosure Schedule (which PSB Disclosure Schedule qualifies and represents exceptions to all of the representations and warranties of PSB contained in this Agreement taken as a whole and does not relate solely to particular representations and warranties) delivered by PSB to JADE on or prior to the date hereof:
REPRESENTATIONS AND WARRANTIES OF PSB. PSB hereby represents and warrants to FBKP that, except as set forth in the PSB Disclosure Schedule delivered by PSB to FBKP on or prior to the date hereof:
REPRESENTATIONS AND WARRANTIES OF PSB. Except as disclosed in writing in the correspondingly enumerated section or subsection of PSB Disclosure Memorandum, PSB hereby represents and warrants to MSL as follows:
REPRESENTATIONS AND WARRANTIES OF PSB. PSB hereby represents and warrants to Monaco (all such representations and warranties being made as of the Closing Date, except as otherwise specifically provided) as follows:
REPRESENTATIONS AND WARRANTIES OF PSB. (a) PSB has full corporate power and authority to execute, deliver and perform this Agreement. This Agreement constitutes a legal, valid and binding obligation of PSB, enforceable against PSB in accordance with its terms.
(b) PSB represents that it is acquiring the Option for PSB's own account and not with a view to, or for sale in connection with, any distribution of the Option or the Option Shares.
REPRESENTATIONS AND WARRANTIES OF PSB. Except as otherwise specifically provided herein or as “Previously Disclosed” to Bancorp, PSB hereby makes the following representations and warranties to Bancorp. (“
REPRESENTATIONS AND WARRANTIES OF PSB. 12 5.1 Organization, Standing, and Power . . . . . . . . . . . . 12 5.2 Authority; No Breach By Agreement . . . . . . . . . . . . 12 5.3
