REPRESENTATIONS AND WARRANTIES OF SELLER, THE TRANSFERRED SUBSIDIARY AND THE LOCAL SELLERS. As of the date hereof and as of the Closing Date, Seller, for itself and, where appropriate, on behalf of the Transferred Subsidiary and the Local Sellers, jointly and severally, represent and warrant to Purchaser (except (x) representations and warranties made with respect to the Transferred Subsidiary, which Seller represents and warrants only as of the Closing Date and (y) any representations and warranties that are expressly made as of a specific date, which Seller represents and warrants only as of such date), as follows:
