REPRESENTATIONS AND WARRANTIES OF STERLING. Except (a) as disclosed in the disclosure schedule delivered by Sterling to Wxxxxxx concurrently herewith (the “Sterling Disclosure Schedule”); provided, that (i) 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, (ii) the mere inclusion of an item in the Sterling Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Sterling that such item represents a material exception or fact, event or circumstance or that such item would reasonably be expected to result in a Material Adverse Effect, and (iii) any disclosures made with respect to a section of this Article III shall be deemed to qualify (1) any other section of this Article III specifically referenced or cross-referenced and (2) other sections of this Article III 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 (b) as disclosed in any Sterling Reports filed by Sterling after January 1, 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 nonspecific or cautionary, predictive or forward-looking in nature), Sterling hereby represents and warrants to Wxxxxxx as follows:
REPRESENTATIONS AND WARRANTIES OF STERLING. Each of Sterling and Bancorporation represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF STERLING. Sterling represents and warrants to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF STERLING. 30 Section 6.01 Organization, Standing and Authority.................................................. 31 Section 6.02 Sterling Capital Stock................................................................ 31 Section 6.03 Authorization of Merger and Related Transactions...................................... 31 Section 6.04 Financial Statements.................................................................. 32 Section 6.05 Sterling SEC Reports.................................................................. 32 Section 6.06
REPRESENTATIONS AND WARRANTIES OF STERLING. Sterling hereby makes the following representations and warranties to Empire, each of which is being relied upon by Empire as a material inducement to Empire to enter into and perform this Agreement.
REPRESENTATIONS AND WARRANTIES OF STERLING. Each of Sterling and Merger Sub represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF STERLING. Sterling represents and warrants as of April 12, 1995 to each of Actava, Orion and MITI as follows (all references in this Article 5 to "as of the date of this Agreement" or to "as of the date hereof" shall be deemed to refer to April 12, 1995):
REPRESENTATIONS AND WARRANTIES OF STERLING. Except (i) as Previously Disclosed by Sterling or (ii) as disclosed in any Sterling Reports publicly filed under Sections 13(a), 14(a) or 15(d) of the Exchange Act by Sterling with the SEC since December 31, 2012, 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), Sterling hereby represents and warrants to Umpqua as follows:
REPRESENTATIONS AND WARRANTIES OF STERLING. Sterling makes the representations and warranties set forth in this Article III to NASCIT as of the date hereof.
REPRESENTATIONS AND WARRANTIES OF STERLING. The parties to this Amendment desire to amend Sections 5.02 and 5.04 of the Agreement to include Subsidiaries of Sterling in the representations and warranties of Sterling and Parent. In connection therewith, Sections 5.02 and 5.04 are hereby deleted in their entirety and are hereby replaced in their entirety with the following:
