REPRESENTATIONS AND WARRANTIES OF THE MLP ENTITIES. Except as disclosed in (a) the MLP SEC Documents filed with the SEC on or after December 31, 2013 and publicly available at least 24 hours prior to the date of this Agreement and only as and to the extent disclosed therein (other than any forward-looking disclosures set forth in any risk factor section, any disclosures in any section relating to forward-looking statements and any other disclosures included therein to the extent they are primarily predictive or forward-looking in nature) or (b) the corresponding sections of the disclosure letter delivered by MLP to Parent (the “MLP Disclosure Letter”) prior to the execution of this Agreement (or disclosed in any other section, subsection or clause of the MLP Disclosure Letter if it is reasonably apparent from the face of such disclosure that such disclosure will be deemed to be disclosed with respect to any other section, subsection or clause of this Agreement), MLP and MLP GP jointly and severally represent and warrant to Parent and Merger Sub as follows:
REPRESENTATIONS AND WARRANTIES OF THE MLP ENTITIES. Except as disclosed in (a) the MLP SEC Documents filed with the SEC on or after December 31, 2015 and prior to the date of this Agreement (but excluding any disclosure contained in any such MLP SEC Documents under the heading “Risk Factors” or “Cautionary Statement Regarding Forward-Looking Statements” or similar heading) or (b) the disclosure letter delivered by MLP to Parent (the “MLP Disclosure Schedule”) prior to the execution of this Agreement, the MLP Entities hereby represent and warrant, jointly and severally, to Parent and Merger Sub as follows:
REPRESENTATIONS AND WARRANTIES OF THE MLP ENTITIES. Except as disclosed in (a) the MLP SEC Documents filed or furnished with the SEC on or after December 31, 2016 and publicly available at least 24 hours prior to the date of this Agreement and only as and to the extent disclosed therein (other than any forward-looking disclosures set forth in any risk factor section, any disclosures in any section relating to forward-looking statements and any other disclosures included therein to the extent they are primarily predictive or forward looking in nature) other than for purposes of Section 3.1, Section 3.2 or Section 3.3, or (b) the corresponding sections of the disclosure letter delivered by MLP to Parent (the “MLP Disclosure Letter”) prior to the execution of this Agreement (or disclosed in any other section, subsection or clause of the MLP Disclosure Letter if it is reasonably apparent from the face of such disclosure that such disclosure will be deemed to be disclosed with respect to any other section, subsection or clause of this Agreement) (it being agreed that (i) the inclusion of any item in the MLP Disclosure Letter that qualifies or limits, or discloses information with respect to, any representation or warranty made by MLP or MLP GP (or both of them) shall not constitute or be deemed to constitute an admission by MLP or MLP GP that such item is a fact, event, circumstance or condition required to be disclosed in the MLP Disclosure Letter in order to render true, accurate and complete such representation or warranty and (ii) the express reference to any Section of the MLP Disclosure Letter in any sentence of any representation or warranty made in this Article III shall not imply that the MLP Disclosure Letter does not contain any fact, event, circumstance or condition that qualifies or limits, or discloses information with respect to, any representation or warranty made in this Article III that does not contain an express reference to any Section of the MLP Disclosure Letter), MLP and MLP GP jointly and severally represent and warrant to the Parent Entities as follows:
