REPRESENTATIONS AND WARRANTIES OF PARENT, MERGER SUB AND SECOND MERGER SUB. Except as disclosed in the disclosure schedule delivered by Parent to the Company immediately prior to the execution of this Agreement (the “Parent Disclosure Schedule”), Parent, Merger Sub and Second Merger Sub represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF PARENT, MERGER SUB AND SECOND MERGER SUB. Subject to Section 10.05, except (i) as set forth in the Parent Disclosure Schedule or (ii) as disclosed in any Parent SEC Documents filed with the SEC on or after March 23, 2010 and prior to the date of this Agreement by Parent and made available to the Company (or the Company may obtain from the XXXXX database of the SEC) (other than (A) any information that is contained solely in the “Risk Factors” section of such Parent SEC Documents, except to the extent such information in “Risk Factors” consists of factual historical statements, and (B) any forward-looking statements contained in such Parent SEC Documents that are of a nature that they speculate about future developments), Parent, Merger Sub and Second Merger Sub each represent and warrant to the Company:
REPRESENTATIONS AND WARRANTIES OF PARENT, MERGER SUB AND SECOND MERGER SUB. Parent, Merger Sub, and Second Merger Sub hereby jointly and severally represent and warrant to the Company as follows:
REPRESENTATIONS AND WARRANTIES OF PARENT, MERGER SUB AND SECOND MERGER SUB. Parent, Merger Sub and Second Merger Sub hereby jointly and severally represent and warrant to the Company as follows, except as set forth in the correspondingly numbered Section of the disclosure letter (the “Parent Disclosure Letter”), dated as of the date of this Agreement and delivered by Parent to the Company concurrently with the execution of this Agreement, or otherwise disclosed or identified in the Parent SEC Report filed with or furnished to the SEC after December 31, 2021 and publicly available prior to the date hereof, without giving effect to any amendment to any such Parent SEC Reports filed or furnished on or after the date hereof (other than any forward-looking disclosures contained in the “Forward Looking Statements” and “Risk Factors” sections of such Parent SEC Reports and any other disclosures included therein to the extent they are primarily predictive, cautionary or forward looking in nature) so long as the applicability of a disclosure in such Parent SEC Reports or Parent Disclosure Letter to a representation or warranty is readily apparent based on the face of such disclosure:
REPRESENTATIONS AND WARRANTIES OF PARENT, MERGER SUB AND SECOND MERGER SUB. Parent, Merger Sub and Second Merger Sub hereby jointly and severally represent and warrant to Company and the Principal Stockholder (and, upon execution of the Written Consent and/or the applicable Stockholder Transmittal Letter, each of the Stockholders) as follows:
