REPRESENTATIONS AND WARRANTIES OF TRICAN PARENT AND THE SELLER COMPANIES. In order to induce Xxxxx Parent and Buyer to enter into this Agreement and to consummate the transactions contemplated by this Agreement, each of Trican Parent and the Seller Companies, jointly and severally, make to Xxxxx Parent and Buyer, the representations and warranties contained in this Section 4 as of the date hereof and as of the Closing Date (except for those representations and warranties made as of a specific date, which shall be made only as of such date), which representations and warranties are subject to the qualifications and exceptions set forth in the disclosure schedule delivered to Xxxxx Parent and Buyer prior to the execution of this Agreement (the “Seller Disclosure Schedule”). Each exception set forth in the Seller Disclosure Schedule is identified by reference to, or has been grouped under a heading referring to, a specific individual section of this Agreement and shall be deemed to qualify the particular section or sections of Section 4 specified for such item, unless there is an explicit and reasonably specific cross-reference to another section or sections of Section 4, in which case such exception shall also be deemed to qualify such other section or sections. References herein to the “knowledge” or “awareness” of the Seller Companies or Trican Parent shall mean the actual knowledge of Xxxx Xxxxxxxxxx, Xxxx Xxxxxxx, Xxx XxXxx, Xxx Xxxx, Xxx Xxxxxx, Xxxxxx Xxxxx and Xxxxxx Xxxxxx, after due inquiry.
