Representations of the Buyer Parent and the Buyer True. The representations and warranties of the Buyer Parent and the Buyer set forth in Article IV (disregarding all qualifications and exceptions contained therein regarding materiality) shall have been true and correct when made and shall be true and correct as of the 1st Closing as if made as of the 1st Closing (other than those representations and warranties made as of a specific date, which shall be true and correct as of such date), subject only to exceptions that would not, individually or in the aggregate, have a material adverse effect on the ability of the Buyer Parent and the Buyer to perform any of their respective obligations under this Agreement.
