Common use of REPRESENTATIONS AND WARRANTIES OF THE BUYER Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the Disclosure Schedule. The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in the Disclosure Schedulethough made then).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the Disclosure Schedule. The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller and the Shareholders that the statements contained in this Section 3 3.2 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure ScheduleClosing Date were substituted for the date of this Agreement throughout this Section 3.2).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure ScheduleClosing Date were substituted for the date of this Agreement throughout this Section 3(b)).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Sellers that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the Disclosure Schedule. The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Sellers that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure ScheduleClosing Date were substituted for the date of this Agreement throughout this Section 3(b)).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller Sellers that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Sellers that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3(b)), except as set forth in the Disclosure ScheduleAnnex II attached hereto.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 SECTION 3B are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date Agreement, except as set forth in the Disclosure Schedule.schedule of exceptions attached hereto as SCHEDULE 3B.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date Agreement, except as set forth in the disclosure schedule of the Buyer accompanying this Agreement (the "BUYER'S DISCLOSURE SCHEDULE"). The Buyer's Disclosure ScheduleSchedule will be arranged in paragraphs corresponding to the numbered subsections contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Entities that except as set forth in the Disclosure Schedule, the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedulehereof.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant warrants to the Seller Sellers that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers each represent and warrant to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure ScheduleAgreement.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller Sellers that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the Disclosure Schedule. The Disclosure Schedule will be arranged in paragraphs corresponding to the lettered and numbered paragraphs contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller Sellers that the statements contained in this Section 3 are is correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 SECTION 3(b) are correct and complete In all material respects as of the date of this Agreement agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure Schedule.Closing Date were substituted for the date of this Agreement throughout this SECTION 3(b). (I)

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 3), except as set forth in the Disclosure Schedule. The Disclosure Schedule will be arranged in schedules corresponding to the lettered and numbered sections contained in this Section 3.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except unless such statements by their terms speak as set forth of an earlier date, in the Disclosure Schedulewhich case they shall be correct and complete as of such date.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Company that the statements contained in this Section SECTION 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date Agreement, except as set forth in the Disclosure ScheduleANNEX I attached hereto.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure ScheduleDate.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 3(b) are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure ScheduleAgreement.

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete in all respects as of the Closing Date except as set forth in where qualified otherwise and the Disclosure Schedule.Buyer has no Knowledge that any of the following statements contains a material misstatement or omission:

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section SECTION 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure ScheduleClosing Date were substituted for the date of this Agreement throughout this SECTION 3).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent Except as set forth in the Disclosure Schedule, the Buyer represents and warrant warrants to the Seller that the following statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in though made then and as though the Disclosure Schedule.Closing Date were substituted for the date of this Agreement throughout this Section 3(b):

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller that the statements contained in this Section 3 2.2 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure Schedule.Date:

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent and warrant to the Seller that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except (as set forth in though made then and as though the Disclosure ScheduleClosing Date were substituted for the date of this Agreement throughout this Section 3).

REPRESENTATIONS AND WARRANTIES OF THE BUYER. Buyers represent The Buyer represents and warrant warrants to the Seller Company that the statements contained in this Section 3 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date except as set forth in the Disclosure ScheduleSchedule 3 attached hereto.