REPRESENTATIONS AND WARRANTIES OF VIEWPOINT. Except as set forth in the Disclosure Schedule delivered by ViewPoint to Legacy prior to the execution hereof (the “ViewPoint Disclosure Schedule”), ViewPoint hereby make the representations and warranties set forth in this Article IV to Legacy as of the date hereof and as of the Closing Date. For purposes of the representations and warranties of Legacy contained herein, disclosure in any section of the ViewPoint Disclosure Schedule 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 by ViewPoint 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 reasonably apparent on the face of the ViewPoint Disclosure Schedule that such disclosure is applicable. The inclusion of any information in any section of the ViewPoint Disclosure Schedule or other document delivered by Legacy 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. ViewPoint agrees to provide at the Closing supplemental Disclosure Schedules reflecting any material changes to the representations and warranties set forth herein between the date of this Agreement and the Closing Date to Legacy. Delivery of such Supplemental Disclosure Schedules shall not cure a breach of or modify a representation or warranty.
REPRESENTATIONS AND WARRANTIES OF VIEWPOINT. Except as (i) Previously Disclosed or (ii) disclosed in any ViewPoint SEC Reports or other publicly available document filed with or furnished by ViewPoint to the SEC prior to the date hereof (but excluding any risk factor disclosures contained under the heading “Risk Factors,” any disclosure of risks included in any “forward-looking statements” disclaimer or any other statements that are similarly non-specific or predictive or forward-looking in nature), ViewPoint hereby represents and warrants to Highlands as follows:
