REPRESENTATIONS AND WARRANTIES OF SWGB. Except as (a) set forth in the disclosure schedule delivered by SWGB to FBMS prior to or concurrently with the execution of this Agreement with respect to each such Section below (the “SWGB Disclosure Schedule”); provided, that (i) the mere inclusion of an item in the SWGB Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by SWGB that such item represents a material exception or fact, event or circumstance or that such item is reasonably likely to result in a Material Adverse Effect on SWGB and (ii) any disclosures made with respect to a section of Article III shall be deemed to qualify (1) any other section of Article III specifically referenced or cross-referenced and (2) other sections of Article III to the extent it is reasonably apparent on its face (notwithstanding the absence of a specific cross reference) from a reading of the disclosure that such disclosure applies to such other sections, or (b) disclosed in any SWGB Reports filed with or furnished to the SEC by SWGB after January 1, 2018 and prior to the date hereof (but disregarding risk factor disclosures contained under the heading “Risk Factors,” or disclosures of risks set forth in any “forward-looking statements” disclaimer or any other statements that are similarly non-specific or cautionary, predictive or forward-looking in nature), SWGB hereby represents and warrants to FBMS as follows:
