REPRESENTATIONS AND WARRANTIES OF SELLER WITH RESPECT TO THE COMPANY. Except as set forth on the Disclosure Schedules, as of the date hereof and as of the Closing, Seller represents and warrants to Buyer as follows:
REPRESENTATIONS AND WARRANTIES OF SELLER WITH RESPECT TO THE COMPANY. Subject to Sections 8.1, 8.2 and 10.1, and as provided in Section 10.11, except as set forth in the Seller Disclosure Schedule, Seller represents and warrants to Buyer as of the date of this Agreement and as of the Closing as follows (in each case giving effect to the Seller Disclosure Schedule as provided in Section 10.11):
REPRESENTATIONS AND WARRANTIES OF SELLER WITH RESPECT TO THE COMPANY. Seller and the Company hereby represent and warrant to Buyer that the statements contained in this Section 2 are true and correct on the date hereof, and on the Closing Date as if made thereon; provided, however, Seller and the Company shall be permitted to update the Schedules in this Section 2 to the extent such update is not a material item and such update relates to an event occurring after the Effective Date. Notwithstanding the foregoing, any such updates shall not limit or otherwise foreclose Buyer’s rights pursuant to Section 10 of the Agreement with respect to Damages related to such updates. To the extent any of the statements contained in this Section 2 relate to the period of time prior to September 27, 2018 (the “Prior Period”), Seller and the Company represent and warrant to the Knowledge of Seller and the Company that such statements are true and correct on the date hereof, and on the Closing Date as if made thereon, with respect to the Prior Period:
REPRESENTATIONS AND WARRANTIES OF SELLER WITH RESPECT TO THE COMPANY. Seller hereby represents and warrants to Purchaser that the statements set forth in this Article IV are true and correct as of the Closing Date. For avoidance of doubt, none of the representations and warranties herein concerning the Company and its Business are intended to encompass activities undertaken by, or other matters pertaining to, any Talent, including without limitation such Talent’s creation and dissemination of content on digital social media platforms or otherwise.
REPRESENTATIONS AND WARRANTIES OF SELLER WITH RESPECT TO THE COMPANY. Seller represents and warrants to Buyer that the statements contained in this ARTICLE IV are true and correct as of the date of this Agreement and as of the Closing Date (unless a specific date is set forth in such representation or warranty, in which case such representation or warranty must be true and correct as of such specific date), except in all cases as set forth in the Disclosure Schedules.
