REPRESENTATIONS AND WARRANTIES OF THE NORTHWEST PARTIES. In order to induce the Prospect Parties to enter into this Agreement and to consummate the transactions contemplated herein, Northwest, the Shareholders and Xxxxxxxx-Xxxxx, jointly and severally, make the representations and warranties set forth in this Article 2. All representations and warranties of the Shareholders are deemed to be qualified by “to the best of such Shareholder’s knowledge”. All representations and warranties of Northwest and Xxxxxxxx-Xxxxx on the other hand are guarantees of the statements made therein and have no applicable knowledge standard except as may be specifically provided to the contrary in the text of such representation and/or warranty.
