Common use of REPRESENTATIONS AND WARRANTIES BY THE PARENT Clause in Contracts

REPRESENTATIONS AND WARRANTIES BY THE PARENT. The Parent represents and warrants to the Shareholders and the Company that the statements contained in this Section 2.3 are correct as of the date of this Agreement and will be correct as of the Preliminary Closing Date and the Final Closing Date (as though made then), except as set forth in the disclosure schedule delivered by the Parent to the Shareholders and the Company on the date hereof , as supplemented or amended in accordance with Section 3.4 of this Agreement (such schedule, as so supplemented or amended, the "Parent Disclosure Schedule"). The Parent Disclosure Schedule will be arranged in sections and paragraphs corresponding to the lettered and numbered sections and paragraphs contained in this Section 2.3. References in Section 2.3 to a numbered schedule mean the section of the Parent Disclosure Schedule that corresponds with that number; for example, references to "Schedule 2.3(a)" mean Section 2.3(a) of the Parent Disclosure Schedule. The Parent Disclosure Schedule constitutes an exception to each warranty or representation set forth herein, whether or not such warranty or representation specifically refers to the Parent Disclosure Schedule; accordingly each warranty or representation set forth herein is deemed to be preceded by the clause: "Except as set forth in the Parent Disclosure Schedule . . .".

REPRESENTATIONS AND WARRANTIES BY THE PARENT. The Parent represents and warrants to the Shareholders and the Company that the statements contained in this Section 2.3 are correct as of the date of this Agreement and will be correct as of the Preliminary Closing Date and the Final Closing Date (as though made then), except as set forth in the disclosure schedule delivered by the Parent to the Shareholders and the Company on the date hereof hereof, as supplemented or amended in accordance with Section 3.4 of this Agreement (such schedule, as so supplemented or amended, the "Parent Disclosure Schedule"). The Parent Disclosure Schedule will be arranged in sections and paragraphs corresponding to the lettered and numbered sections and paragraphs contained in this Section 2.3. References in Section 2.3 to a numbered schedule mean the section of the Parent Disclosure Schedule that corresponds with that number; for example, references to "Schedule 2.3(a)" mean Section 2.3(a) of the Parent Disclosure Schedule. The Parent Disclosure Schedule constitutes an exception to each warranty or representation set forth herein, whether or not such warranty or representation specifically refers to the Parent Disclosure Schedule; accordingly each warranty or representation set forth herein is deemed to be preceded by the clause: "Except as set forth in the Parent Disclosure Schedule . . .".