REPRESENTATIONS AND WARRANTIES OF SHAREHOLDER AND LICENSOR. The representations and warranties of Shareholder and Licensor in this Agreement shall be true and correct in all material respects (if qualified by materiality) and in all respects (if not qualified by materiality) on and as of each Closing as though such representations and warranties were made on and as of such date except for changes contemplated by this Agreement and except for representations and warranties which address matters as of a particular date which shall remain true and correct as of such particular date. Except as set forth in the Disclosure Schedule attached hereto as Exhibit C (the “Shareholder Disclosure Schedule”), Shareholder (and in respect of Section 3.17(e) only, Licensor) represents and warrants to Parent and Acquirer as follows:
