Common use of REPRESENTATIONS AND WARRANTIES OF PURCHASER PARTIES Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PURCHASER PARTIES. The Purchaser Parties hereby, jointly and severally, represent and warrant to the Company Group that, except as disclosed in the Parent SEC Documents (excluding any disclosures in any “risk factors” Section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimers and other disclosures that are generally cautionary, predictive or forward-looking in nature) or the Purchaser Parties Disclosure Schedules (as hereinafter defined), each of the following representations and warranties is true, correct and complete as of the date of this Agreement and shall be true, correct and complete as of the Closing Date (or, if such representations and warranties are made with respect to a certain date, as of such date). The parties hereto agree that any reference in a particular Section in the disclosure Schedules delivered by the Purchaser Parties to the Company (the “Purchaser Parties Disclosure Schedules” and together with the Company Disclosure Schedules, the “Disclosure Schedules”) shall be deemed to be an exception to the representations and warranties of the Purchaser Parties that are contained in the corresponding Section of this Article VI; provided that where it is apparent on the face of a disclosure under a particular Section of any Schedule that such disclosure is, or may be reasonably determined to be, relevant to the matters described under any other Sections of this Agreement, such disclosure shall also be deemed to be relevant to such other Sections.

REPRESENTATIONS AND WARRANTIES OF PURCHASER PARTIES. The Purchaser Parties hereby, jointly and severally, represent and warrant to the Company Group and the Sellers that, except as disclosed in the Parent SEC Documents publicly available on XXXXX at least two (2) Business Days prior to the date of this Agreement (excluding any disclosures in any “risk factors” Section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimers and other disclosures that are generally cautionary, predictive or forward-looking in nature) or (the foregoing, referred to as “Publicly Disclosed”), and except as disclosed in the Purchaser Parties Disclosure Schedules (as hereinafter defined)Schedules, each of the following representations and warranties is true, correct and complete as of the date of this Agreement and shall be true, correct and complete as of the Closing Date (or, if such representations and warranties are made with respect to a certain date, as of such date). The parties hereto agree that any reference in a particular Section in the disclosure Schedules schedules delivered by the Purchaser Parties to the Company and the Sellers (the “Purchaser Parties Disclosure Schedules” and together with the Company Disclosure Schedules, the “Disclosure Schedules”) shall be deemed to be an exception to the representations and warranties of the Purchaser Parties that are contained in the corresponding Section of this Article VI; provided that where it is apparent on the face of a disclosure under a particular Section of any Schedule that such disclosure is, or may be reasonably determined to be, relevant to the matters described under any other Sections of this Agreement, such disclosure shall also be deemed to be relevant to such other Sections.

REPRESENTATIONS AND WARRANTIES OF PURCHASER PARTIES. The Predecessor hereby, on the date hereof and each of the other Purchaser Parties herebywhen formed, jointly and severally, represent and warrant to the Company Group that, except as disclosed set forth: (a) in the Parent SEC Documents (excluding any disclosures in any “risk factors” Section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimers and other disclosures that are generally cautionary, predictive or forward-looking in nature) or the Purchaser Parties SEC Documents, or (b) the disclosure schedules delivered by the Purchaser Parties to the Company on the date hereof (the “Purchaser Disclosure Schedules (as hereinafter definedSchedules”), the Section numbers of which are numbered to correspond to the Section numbers of this Agreement to which they refer, each of the following representing representations and warranties is true, correct and complete as of the date of this Agreement and shall be true, correct and complete as of the Closing Date (or, if such representations and warranties are made with respect to a certain date, as of such date). The parties Parties hereto agree that any reference in to a particular Section in the disclosure Schedules delivered by the Purchaser Parties to the Company (the “Purchaser Parties Disclosure Schedules” and together with the Company Disclosure Schedules, the “Disclosure Schedules”) schedule shall be deemed to be an exception to the representations and warranties of the Purchaser Parties relevant part(ies) that are contained in the corresponding Section section of this Article VIAgreement only; provided that where it is or should be readily apparent to the Shareholder and the Company on the face of a disclosure under a particular Section schedule and in light of any Schedule the context that such disclosure is, or may be reasonably determined to be, relevant to the matters described under any other Sections sections of this AgreementAgreement or of the Purchaser Disclosure Schedules, such disclosure shall also be deemed to be relevant to such other Sectionssection(s) and an exception to the representations and warranties of the relevant part(ies) that are contained in such corresponding section(s) of this Agreement.

REPRESENTATIONS AND WARRANTIES OF PURCHASER PARTIES. The Purchaser Parties hereby, jointly and severally, represent and warrant to the Company Group that, except as disclosed in the Parent SEC Documents (excluding any disclosures in any “risk factors” Section that do not constitute statements of fact, disclosures in any forward-looking statements disclaimers and other disclosures that are generally cautionary, predictive or forward-looking in nature) or the Purchaser Parties Disclosure Schedules (as hereinafter defined), each of the following representations and warranties is true, correct and complete as of the date of this Agreement and shall be true, correct and complete as of the Closing Date (or, if such representations and warranties are made with respect to a certain date, as of such date). The parties hereto agree that any reference in a particular Section in the disclosure Schedules delivered by the Purchaser Parties to the Company (the “Purchaser Parties Disclosure Schedules” and together with the Company Disclosure Schedules, the “Disclosure Schedules”) shall be deemed to be an exception to the representations and warranties of the Purchaser Parties that are contained in the corresponding Section of this Article VI; provided that where it is apparent on the face of a disclosure under a particular Section of any Schedule that such disclosure is, or may be reasonably determined to be, relevant to the matters described under any other Sections of this Agreement, such disclosure shall also be deemed to be relevant to such other Sections.