Representations and Warranties of the Purchaser and Greenbrook. As a material inducement to the Seller Parties to enter into and perform this Agreement and to consummate the Contemplated Transactions, the Purchaser and Greenbrook, jointly and severally, represent and warrant to the Seller Parties as follows, as of the Effective Date and as of the Closing Date (unless any representation and warranty speaks as of a particular date), except (i) except as set forth in the Purchaser Disclosure Letter (it being agreed that any matter or information disclosed in any specific section or subsection of the Purchaser Disclosure Letter (whether or not an explicit cross reference appears) will be deemed to be disclosed with respect to any other section or subsection of the Purchaser Disclosure Letter or this Article IV, as applicable, but only to the extent its applicability to such other section or subsections of the Purchaser Disclosure Letter or this Article IV is readily apparent on the face of such disclosure): and (ii) except as set forth in any publicly available forms, statements, disclosures, reports or documents filed or furnished by it with or to the TSX or the U.S. Securities Exchange Commission (the “SEC”) on or after the date that is three (3) years prior to the Effective Date (except for any disclosures contained in the “Risk Factors” or “Forward Looking Statement” sections or any other forward-looking statements or other disclosures to the extent such disclosures are general, forward-looking or cautionary in nature):
