REPRESENTATIONS, WARRANTIES AND COVENANTS OF ACQUIRED CORPORATION. Acquired Corporation represents, warrants and covenants to and with Buyer, as follows:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF ACQUIRED CORPORATION. Except as set forth in a disclosure schedule delivered by the Acquired Corporation to BancGroup (the "Acquired Corporation Disclosure Schedule") prior to the date hereof (which sets forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express provision of this Agreement or as an exception to one or more of its representations and warranties set forth below or its covenants in Articles 6 and 7, provided, that (i) no such item is required to be set forth in the Acquired Corporation Disclosure Schedule as an exception to any representation or warranty of the Acquired Corporation if its absence (in combination with any other undisclosed information) would not be reasonably likely to result in the related representation or warranty being deemed untrue or incorrect under the standard set forth in Section 9.1 and (ii) the mere inclusion of an item in the Acquired Corporation Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by the Acquired Corporation that such item represents a material exception or fact, event or circumstance or that such item is or would be reasonably likely to result in a Material Adverse Effect with respect to the Acquired Corporation. Acquired Corporation represents, warrants and covenants to and with BancGroup, as follows:
