REPRESENTATIONS AND WARRANTIES OF THE SELLER AND XXXXXX. As a material inducement to the Buyers to enter into this Agreement and consummate the transactions contemplated hereby, the Seller and Xxxxxx, jointly and severally, represent and warrant to the Buyers that the statements contained in this Article II (subject to the disclosures contained in the Schedules referenced herein) are true and correct as of the Effective Date. The disclosures in any particular Schedule referenced herein shall qualify as disclosures with respect to all other Schedules referenced herein only where specifically cross-referenced or, in the absence of a specific cross-reference, only where the disclosure made in any particular Schedule referenced herein is sufficient on its face, without reference to attachments or underlying documentation (excluding appendices to the Schedules, which shall be deemed part of the Schedules), to alert the Buyers to the relevance of the disclosure to such other Schedules referenced herein.
REPRESENTATIONS AND WARRANTIES OF THE SELLER AND XXXXXX. The Seller and Xxxxxx, jointly and severally, represent and warrant to the Buyer that the statements contained in this Section 3 are correct and complete as of the date of this Agreement except as set forth in the disclosure schedule accompanying this Agreement (the "Disclosure Schedule"). The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.
REPRESENTATIONS AND WARRANTIES OF THE SELLER AND XXXXXX. The Seller and Xxxxxx hereby, jointly and severally, represent and warrant to the Purchaser and to the Parent as of the date of this Agreement as follows:
