REPRESENTATIONS AND WARRANTIES OF SUN. Sun, as an inducement to Caraco to enter into this Agreement, represents, warrants and covenants to Caraco as follows:
REPRESENTATIONS AND WARRANTIES OF SUN. Except as otherwise disclosed in one or more schedules numbered to correspond to the following Sections of Article 3, and delivered concurrently with this Agreement, both as of the date hereof and as of the Effective Time, Sun hereby represents and warrants to Omega as follows:
REPRESENTATIONS AND WARRANTIES OF SUN. Sun hereby represents and warrants to Community as follows as of the date hereof and also on the Effective Time of the Merger (except as otherwise provided):
REPRESENTATIONS AND WARRANTIES OF SUN. Xxx represents and warrants to Trident that the statements contained in this Article IV are true and correct except to the extent disclosed in (i) any Sun SEC Documents filed or furnished with the SEC during the three (3) year period prior to the date of this Agreement and publicly available prior to the date of this Agreement (including exhibits and other information incorporated by reference therein, but excluding, in each case, any predictive, cautionary or forward looking disclosures including those contained under the captions “risk factors,” “forward looking statements” or any similar precautionary sections and any other disclosures contained therein that are predictive, cautionary or forward looking in nature); or (ii) the disclosure schedules delivered by Sun to Trident at or before the execution and delivery by Trident of this Agreement (the “Sun Disclosure Schedule”) with such disclosure qualifying the representation or warranty only to the extent it makes reference to a specific section or sub-section of this Article IV, or that it is reasonably apparent on the face of the disclosure that such disclosure qualifies or applies to another section or sub-section of this Article IV.
REPRESENTATIONS AND WARRANTIES OF SUN. To induce SANZ and Merger Sub to enter into this Agreement and consummate the transactions contemplated hereby, Sun hereby represents and warrants to SANZ and Merger Sub that the statements contained in this Article VI are correct and complete as of the date of this Agreement.
REPRESENTATIONS AND WARRANTIES OF SUN. 3.1 Organization and Qualification of Sun and Sun Subsidiaries.
REPRESENTATIONS AND WARRANTIES OF SUN. 4.1 Authority 15 4.2 Organization and Standing 15 4.3 Capitalization 16 4.4 Articles of Incorporation and Bylaws 16 4.5 Financial Statements 16 4.6 Absence of Undisclosed Liabilities 16 4.7 Absence of Changes 16 4.8 Litigation 17 4.9 Compliance with Laws: Government Authorizations 17 4.10 Complete and Accurate Disclosure 17 4.11 Registration Under the 1934 Act 18 4.12 Accuracy of Representations 18 4.13 CRA Compliance 18 4.14 Loan Loss Reserve 18 4.15 Derivatives 18 4.16 Reports 18 4.17 Fundamental Corporate Change 18 4.18 Brokers 18 4.19 National Market System 18 ARTICLE V REPRESENTATIONS AND WARRANTIES OF SUN BANK 5.1 Capital Structure of Sun Bank 19 5.2 Organization and Standing 19 5.3 Authorized and Effective Agreement 19
REPRESENTATIONS AND WARRANTIES OF SUN. Sun represents and warrants to FNB and Bucktail Bank as follows:
REPRESENTATIONS AND WARRANTIES OF SUN. Sun represents and warrants to the Green Courte Entities as of the Effective Date, and as of the Termination Date, the following with the understanding that each of the representations and warranties are material and have been relied on by the Green Courte Entities in connection herewith:
REPRESENTATIONS AND WARRANTIES OF SUN. Except as disclosed (i) in a document referring specifically to this Agreement and containing exceptions to the representations and warranties below (with each such exception specifically identifying or cross-referencing the Section of this Article V to which such exception relates) (the “Sun Disclosure Schedule”), Sun represents and warrants to XCHO as follows:
