REPRESENTATIONS AND WARRANTIES OF SELLERS AND XXXXXXX. Material Adverse Effect" means any change or effect (other than those set forth in the Disclosure Schedule) that, individually or when taken together with all such changes or effects, has a material adverse effect on the business, operations, results of operations, properties or financial condition of the Business, taken as a whole (other than (i) incidents, occurrences, events, or conditions generally applicable to the industry in which the Business operates or changes in general economic conditions, (ii) changes or effects resulting from the public announcement of this Agreement, or (iii) changes or effects resulting from compliance with the terms of this Agreement) or materially impairs the ability of Sellers, taken as a whole, to consummate the transactions contemplated by this Agreement. Xxxxxxx and Sellers, jointly and severally, hereby represent and warrant to Buyer, except as set forth in the Disclosure Schedule accompanying this Agreement (the "Disclosure Schedule"), as follows:
REPRESENTATIONS AND WARRANTIES OF SELLERS AND XXXXXXX. Except as set forth in the disclosure schedule to be delivered by Xxxxxx’x and Sellers to Purchaser on the date hereof, which sets forth certain disclosures concerning Xxxxxx’x and Sellers (the “Sellers’ Disclosure Schedule”), Sellers and Xxxxxx’x hereby jointly and severally represent and warrant to Purchaser as follows: A matter disclosed in any section of Sellers’ Disclosure Schedule shall be deemed disclosed for purposes of all sections of the Sellers’ Disclosure Schedules and for each of these representations and warranties to the extent such disclosure is readily apparent to Purchaser to be relevant to, or provide the information called for by, another section of this Agreement.
