REPRESENTATIONS AND WARRANTIES OF PRINCIPAL VENDORS. The provisions of Schedule 4 shall operate to limit the liability of each of the Principal Vendors under and in respect of the Article 2 Warranties (as defined below). The Principal Vendors make the Article 2 Warranties for the benefit and reliance of Purchaser. As among the BioOne Principal Vendors as Principal Vendors, the Article 2 Warranties are given jointly and severally but as among the BioOne Principal Vendors and ESCA, the Article 2 Warranties are given severally only and not jointly. The Article 2 Warranties shall be true and correct in all material respects on the date of this Agreement and on the Closing Date, as if made on both such dates. The Principal Vendors shall not cause or permit ESI to take any action, or to omit or fail to act, in any manner that would cause any of the Article 2 Warranties to be untrue in any material respect on the Closing Date. Except for Sections 2.1, 2.2, and 2.3, reference to ESI, as used in this Article 2, include ESI and all of its Subsidiaries (as defined below). Subject to this Article 2 and except as set forth in the Schedule of Exceptions attached hereto as Exhibit D (the “Schedule of Exceptions”) delivered to the Purchaser in connection with this Agreement (which Schedule of Exceptions and the statements set forth therein shall be deemed to be part of the Article 2 Warranties made hereunder) and the Disclosure Exceptions (as defined below), each Principal Vendor represents and warrants as follows:
