Representations and Warranties of Rio Alto. Except as specifically disclosed in Rio Alto Disclosure Letter (which shall make reference to the applicable section in respect of which such qualification is being made), Rio Alto represents and warrants to and in favour of Tahoe as follows and acknowledges that Tahoe is relying upon such representations and warranties in entering into this Agreement:
Representations and Warranties of Rio Alto. Except as set forth in the correspondingly numbered paragraph of the Rio Alto Disclosure Letter, Rio Alto hereby represents and warrants to Sulliden as follows, and acknowledges and agrees that Sulliden is relying upon such representations and warranties in connection with the entering into of this Agreement:
Representations and Warranties of Rio Alto. 27 4.1 Representations and Warranties 27 4.2 Survival of Representations and Warranties 27 ARTICLE 5 COVENANTS 28 5.1 Covenants of Sulliden Relating to the Arrangement 28 5.2 Covenants of Sulliden and SpinCo Regarding the Conduct of Business 30 5.3 Covenants of Rio Alto Relating to the Arrangement 34 5.4 Covenants of Rio Alto Relating to the Conduct of Business 36 ARTICLE 6 CONDITIONS 38 6.1 Mutual Conditions Precedent 38 6.2 Additional Conditions Precedent in Favour of Rio Alto 39 6.3 Additional Conditions Precedent to the Obligations of Sulliden and SpinCo 39 6.4 Satisfaction of Conditions 40 ARTICLE 7 ADDITIONAL SPINCO COVENANTS 40 7.1 SpinCo Indemnity 40 7.2 Indemnified Claims 41
Representations and Warranties of Rio Alto. Rio Alto represents and warrants to ABC that, except as set forth in the Disclosure Letter:
