Common use of Accuracy of Each Seller’s Representations and Warranties Clause in Contracts

Accuracy of Each Seller’s Representations and Warranties. The representations and warranties of each Seller contained in ARTICLE IV of this Agreement, disregarding all qualifications contained herein relating to materiality or Material Adverse Effect, shall be true and correct, in each case, solely with respect to the First Closing and on and as of the First Closing Date, with the same force and effect as though such representations and warranties had been made on the First Closing Date (except, in each case, for such representations and warranties which by their express provisions are made as of an earlier date, in which case, as of such earlier date), except to the extent that the failure of such representations and warranties to be true and correct would not, individually or in the aggregate, have a Material Adverse Effect on such Seller; provided that the Seller Fundamental Representations shall be true and correct in all respects (except for de minimis inaccuracies).

Accuracy of Each Seller’s Representations and Warranties. The representations and warranties of each Seller contained in ARTICLE IV of this Agreement, disregarding all qualifications contained herein relating to materiality or Material Adverse Effect, shall be true and correct, in each case, solely with respect to the First Second Closing and on and as of the First Second Closing Date, with the same force and effect as though such representations and warranties had been made on the First Second Closing Date (except, in each case, for such representations and warranties which by their express provisions are made as of an earlier date, in which case, as of such earlier date), except to the extent that the failure of such representations and warranties to be true and correct would not, individually or in the aggregate, have a Material Adverse Effect on such Seller; provided that the Seller Fundamental Representations shall be true and correct in all respects (except for de minimis inaccuracies).