REPRESENTATIONS AND WARRANTIES OF THE PRIDE SHAREHOLDERS Sample Clauses

REPRESENTATIONS AND WARRANTIES OF THE PRIDE SHAREHOLDERS. For purposes of this Agreement, any statement made to the knowledge of Pride shall mean the knowledge of the Pride Shareholders. A Pride Shareholder shall be deemed to have “knowledge” of a particular fact or other matter if such Pride Shareholder is actually aware of such fact or other matter, or should, by reason of his or her position as an owner, director or executive officer of Pride, reasonably be expected to be aware of such fact or other matter. Except as set forth in the disclosure letter, dated the date of this Agreement and delivered by the Pride Shareholders to H/Cell prior to the execution of this Agreement, together with any supplements delivered by the Pride Shareholders to H/Cell at or prior to the Closing Date to reflect any necessary changes between the date of execution of this Agreement and the Closing Date (the “Pride Disclosure Letter”), which Pride Disclosure Letter identifies the section (or, if applicable, subsection) to which such exception relates (it being understood that disclosure in one section shall also apply to other sections to the extent it is reasonably apparent from the face of the disclosure that such disclosure would also apply to such other sections), the Pride Shareholders hereby jointly and severally represent and warrant to H/Cell as of the date hereof as follows:
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