Common use of Accuracy of Representations and Warranties; Performance of Covenants Clause in Contracts

Accuracy of Representations and Warranties; Performance of Covenants. (i) Each of the representations and warranties (other than the Fundamental Representations) of the GSAM Entities contained in Article IV (without regard to any Material Adverse Effect or materiality qualifications set forth in any such representations and warranties), shall be true and correct as of the date of this Agreement and as of the Closing Date as though made at and as of such time (other than representations and warranties that are expressly made as of another specific date or time, which need only be true and correct as of such date or time), except to the extent that any and all failures of such representations and warranties to be so true and correct, taken as a whole, would not reasonably be expected to result in a Material Adverse Effect.

Accuracy of Representations and Warranties; Performance of Covenants. (i) Each of the representations and warranties (other than the Fundamental Representations) of the GSAM Entities GSRP Parties contained in Article IV V (without regard to any Material Adverse Effect or materiality qualifications set forth in any such representations and warranties), shall be true and correct as of the date of this Agreement and as of the Closing Date as though made at and as of such time (other than representations and warranties that are expressly made as of another specific date or time, which need only be true and correct as of such date or time), except to the extent that any and all failures of such representations and warranties to be so true and correct, taken as a whole, would not reasonably be expected to result in a Material Adverse Effect.