REPRESENTATIONS AND WARRANTIES OF PENSARE AND MERGER SUB. As an inducement to the Company to enter into this Agreement, and except disclosed in the Pensare SEC Reports (to the extent the qualifying nature of such disclosure is readily apparent from the content of such Pensare SEC Reports, but excluding disclosures referred to in “Forward-Looking Statements”, “Risk Factors” and any other disclosures therein to the extent they are of a predictive or cautionary nature or related to forward-looking statements), Pensare and Merger Sub hereby represent and warrant to the Company as follows:
