Common use of REPRESENTATIONS AND WARRANTIES OF PARENT ENTITIES Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PARENT ENTITIES. Except as (i) set forth in the corresponding sections of the disclosure letter delivered by the Parent Entities to the Company before the execution of this Agreement (the “Parent Disclosure Letter”), it being agreed that disclosure of any item in any section of the Parent Disclosure Letter (whether or not an explicit cross reference appears) shall be deemed to be disclosure with respect to any other section to which the relevance of such item is reasonably apparent on its face or (ii) disclosed in any of the Parent SEC Reports (excluding all disclosures in any “Risk Factors,” “Disclosure Regarding Forward Looking Statements” or “Quantitative and Qualitative Disclosures about Market Risk” sections to the extent such disclosures are prospective or forward-looking); provided, that nothing disclosed in the Parent SEC Reports shall be deemed to be a qualification of, or modification to, the representations and warranties set forth in Section 4.1, Section 4.2, Section 4.3, Section 4.4, Section 4.5, Section 4.6, Section 4.11(b), Section 4.25 and Section 4.26, the Parent Entities, jointly and severally, represent and warrant to the Company that:

REPRESENTATIONS AND WARRANTIES OF PARENT ENTITIES. Except as (i) set forth in the corresponding sections of the disclosure letter schedule delivered by the Parent Entities to the Company before on the execution date of this Agreement (the “Parent Disclosure LetterSchedule”), it being agreed that disclosure of any item in any section of the Parent Disclosure Letter Schedule (whether or not an explicit cross reference appears) shall be deemed to be disclosure with respect to any other section to which the relevance of such item is reasonably apparent on its face or (ii) disclosed in any of the Parent SEC Reports filed prior to the date of this Agreement, to the extent the relevance of such item is reasonably apparent on its face (excluding all disclosures in any contained under the headings “Risk Factors,” “Disclosure Regarding Forward Looking Statements” or “Quantitative and Qualitative Disclosures about Market Risk” or in any other sections to the extent such disclosures are prospective or forward-lookinglooking statements or cautionary, predictive or forward-looking in nature); provided, that nothing disclosed in the Parent SEC Reports shall be deemed to be a qualification of, or modification to, the representations and warranties set forth in Section 4.14.01, Section 4.24.02, Section 4.34.03, Section 4.44.04, Section 4.54.05, Section 4.6, Section 4.11(b4.05(a), Section 4.25 4.07, Section 4.08, Section 4.12, Section 4.29 and Section 4.264.30, the Parent Entities, jointly and severally, represent and warrant to the Company that:

REPRESENTATIONS AND WARRANTIES OF PARENT ENTITIES. Except Notwithstanding anything in this Agreement to the contrary, the Parent Entities represent and warrant to the Company that the representations and warranties of the Parent Entities set forth in Section 4.01, Section 4.02, Section 4.04, Section 4.06, and Section 4.27 are true and correct as of the date of this Agreement. Additionally, with respect to this Article IV (other than Section 4.01, Section 4.02, Section 4.04, Section 4.06, and Section 4.27), except as (i) set forth in the corresponding sections of the disclosure letter schedule to be delivered by the Parent Entities to the Company before the execution of this Agreement pursuant to Section 5.23 (the “Parent Disclosure LetterSchedule”), it being agreed that disclosure of any item in any section of the Parent Disclosure Letter Schedule (whether or not an explicit cross reference appears) shall be deemed to be disclosure disclosed with respect to any other section to which the relevance of such item is reasonably apparent on its face or (iiface,(ii) disclosed in any of the Parent SEC Reports filed within the last two years, to the extent the relevance of such item is reasonably apparent on its face (excluding all disclosures in any contained under the headings “Risk Factors,” “Disclosure Regarding Forward Looking Statements” or “Quantitative and Qualitative Disclosures about Market Risk” or in any other sections to the extent such disclosures are prospective or forward-lookinglooking statements or cautionary, predictive or forward-looking in nature); provided, that nothing disclosed in the Parent SEC Reports shall be deemed to be a qualification of, or modification to, the representations and warranties set forth in Section 4.14.01, Section 4.24.02, Section 4.34.03, Section 4.44.04, Section 4.5, Section 4.6, Section 4.11(b4.05(a), Section 4.25 4.07, Section 4.08, Section 4.12, Section 4.22 and Section 4.264.28, the Parent Entities, jointly and severally, represent and warrant to the Company as of March 11, 2024 that: