REPRESENTATIONS AND WARRANTIES OF COMPANY Y AND MERGER SUB. Section 4.1 Organization and Qualification 25 Section 4.2 Capitalization 26 Section 4.3 Authority 27 Section 4.4 SEC Reports; Financial Statements 28 Section 4.5 Information Supplied 29 Section 4.6 No Undisclosed Liabilities 29 Section 4.7 Absence of Changes 30 Section 4.8 Consents and Approvals; No Violations 30 Section 4.9 Legal Proceedings 30 Section 4.10 Permits; Compliance with Applicable Laws 31 Section 4.11 Taxes 31 Section 4.12 Material Contracts 31 Section 4.13 Intellectual Property 32 Section 4.14 PRC Subsidiaries 32 Section 4.15 Interested Party Transactions 32 Section 4.16 Opinion of Financial Advisor 32 Section 4.17 Brokers 32 Section 4.18 Non-Reliance 33 Section 4.19 No Additional Representations 33
REPRESENTATIONS AND WARRANTIES OF COMPANY Y AND MERGER SUB. Except as (A) disclosed in the Company Y SEC Reports filed with, or furnished to, the SEC prior to the date hereof (other than disclosures in such Company Y SEC Reports contained in the "Risk Factors" and "Forward-Looking Statements" sections thereof or any other disclosures of risks or uncertainties in the Company Y SEC Reports which are nonspecific, cautionary, predictive or forward-looking in nature) or (B) set forth in the section of the disclosure schedule delivered to Company T by Company Y on the date hereof (the "Company Y Disclosure Schedule") that specifically relates to a specified section or subsection of this Article IV or any other section or subsection of this Agreement to the extent that it is reasonably apparent that such information is relevant to such other section or subsection, Company Y and Merger Sub hereby jointly and severally represent and warrant to Company T that:
