Representations and Warranties of Ashland. Ashland hereby represents and warrants to HoldCo that, as of the date of this Agreement and as of the Closing Date as if made on the Closing Date (except to the extent any such representations and warranties expressly relate to an earlier date, in which case as of such earlier date), except as set forth in the letter referencing this Agreement, dated as of the date of this Agreement, from Ashland to HoldCo (the “VIOC Centers Disclosure Letter”):
Representations and Warranties of Ashland. Except as set forth in the Disclosure Schedules attached hereto (it being understood that any information set forth in one section or subsection of such Disclosure Schedules shall be deemed to apply to and to qualify the Section or subsection of this Agreement to which it corresponds in number and each other Section or subsection of this Agreement to the extent it is reasonably apparent that such information is relevant to such other Section or subsection), Ashland hereby represents and warrants to Buyer the following:
Representations and Warranties of Ashland. Ashland hereby represents and warrants to Marathon and to the Company as follows:
Representations and Warranties of Ashland. AND SC Each of Ashland and SC hereby make the following representations and warranties to ASK or, as the case may be, the relevant Group Company as third party beneficiary with an own right, however, without an own right to claim (the "Ashland Warranties" and the "SC Warranties", respectively). For the avoidance of doubt, the Ashland Warranties are granted with respect to Ashland, the Ashland Business, the Ashland Transferred Business Assets (including the Ashland Transferred Shares, except for the Ashland ASAV Shares) and the respective Transferors of the Ashland Transferred Business Assets only and the SC Warranties are granted with respect to SC, the SC Business, the SC Transferred Business Assets (including the SC Transferred Shares, except for the SC ASAV Shares) and the respective Transferors of the SC Transferred Business Assets only and further, when the term "Transferred Business" is used in this ARTICLE VI, the Ashland Warranties are made only as to the Ashland Business and the SC Warranties are made only as to the SC Business and neither Ashland nor SC makes any warranty with respect to the AS-Group Business. The Ashland Warranties and the SC Warranties form an independent guarantee within the meaning of Section 311 (1) German Civil Code irrespective of any fault of Ashland or SC, as the case may be. The statements set forth herein are true and correct on the Signing Date, the Closing Date and, to the extent applicable, on the Local Closing Date, provided, however, that (a) representations which are expressly made as of another specific date need to be true and correct as of such date only; (b) representations which address any specific circumstances or facts do not allow recourse to a general representation; and 45 (c) the Parties understand that the representations shall be subject to the conditions and limitations set forth in this ARTICLE VI, ARTICLE VII and IX and, in view of these conditions and limitations, the representations shall not constitute, in whole or in part, a guarantee concerning the quality of the purchased object within the meaning of Section 443 or Section 444 German Civil Code. Section 6.1
