REPRESENTATIONS AND WARRANTIES OF THE FEMSA PARTIES. Except (i) as set forth in the FEMSA Disclosure Letter delivered by FEMSA to the Heineken Parties simultaneously with the execution hereof, (ii) as disclosed in the FEMSA Cerveza Financial Statements, (iii) to the extent disclosed in the FEMSA SEC Filings (other than any disclosures set forth in any risk factor section, in any section relating to forward looking statements and any other disclosures included therein to the extent they are predictive, cautionary or forward-looking in nature) and, for the avoidance of doubt, without giving effect to any change or circumstance subsequent to the date any such FEMSA SEC filing was filed or (iv) with respect only to the representations and warranties in Sections 4.11 (Property and Assets; Sufficiency of Assets), 4.12 (Material Contracts), 4.13 (Insurance), 4.14 (Litigation), 4.16 (Employee Benefits and Labor Matters), 4.18 (Intellectual Property) and 4.19 (Environmental Matters), as disclosed not later than January 8, 2010 in the FEMSA Data Room (items (i) through (iv), the “FEMSA Disclosure Materials”), the FEMSA Parties jointly and severally represent and warrant to the Heineken Parties that all of the statements contained in this Article IV are true as of the date of this Agreement and shall be true as of the Closing Date (or, if made as of a specified date, as of such date). For purposes of the representations and warranties of the FEMSA Parties contained herein, disclosure in the FEMSA Disclosure Materials, save as qualified herein, of any facts or circumstances shall be deemed to be adequate response and disclosure of such facts or circumstances with respect to all representations or warranties (except (iv), above, which is limited to those specifically enumerated representations and warranties only) by the FEMSA Parties calling for disclosure of such information, whether or not such disclosure is specifically associated with or purports to respond to one or more of such representations or warranties, if it is apparent on the face of the FEMSA Disclosure Materials (including any materials in the FEMSA Data Room) that such disclosure is applicable. The inclusion of any information in the FEMSA Disclosure Materials or other document delivered by FEMSA pursuant to this Agreement shall not be deemed to be an admission or evidence of the materiality of such item, nor shall it establish a standard of materiality for any purpose whatsoever.
