REPRESENTATIONS AND WARRANTIES OF APEX, HOLDINGS, PARENT AND MERGER SUB. Except as set forth in the disclosure schedule delivered by Apex, Holdings, Parent and Merger Sub to the Company concurrent with the execution of this Agreement (the “Parent Disclosure Schedule”) (it being acknowledged and agreed that disclosure in any section or subsection of the Parent Disclosure Schedule shall be deemed disclosed with respect to all sections of this Agreement and all other sections or subsections of the Parent Disclosure Schedule to the extent that the relevance of such disclosure to such other section or subsection is reasonably apparent), Apex, Holdings, Parent and Merger Sub hereby represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF APEX, HOLDINGS, PARENT AND MERGER SUB. (i) The representations or warranties of Apex, Holdings, Parent and Merger Sub set forth in the first sentence of Section 4.1, Section 4.2, Section 4.8 and Section 4.9 and shall be true and correct in all material respects (x) as of the date of this Agreement and (y) as of the Closing as though made as of the Closing (except for representations and warranties that by their terms speak specifically as of the date of this Agreement or another date, in which case as of such date), (ii) the representations or warranties of Apex, Holdings, Parent and Merger Sub set forth in Section 4.7, Section 4.10 and Section 4.11 of this Agreement shall be true and correct in all respects (x) as of the date of this Agreement and (y) as of the Closing as though made as of the Closing and (iii) any other representations and warranties of Apex, Holdings, Parent and Merger Sub set forth in this Agreement shall be true and correct as of the date of this Agreement and as of the Closing as though made as of the Closing (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or another date, in which case as of such date), except in the case of this clause (iii), where any failures of any such representations and warranties to be true and correct (without giving effect to any qualification as to materiality or Parent Material Adverse Effect contained therein) would not reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect.
