Common use of Representations and Warranties; Updated Information Clause in Contracts

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate in any material respect any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 11 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B17(a)(ii)(C).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation Corporations any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation CWMIC may terminate this Agreement in accordance with Section 15(a)(iii)(C15(a)(ii)(E) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B15(a)(ii)(D).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C15(a)(ii)(D) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 10 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B15(a)(ii)(C).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C21(a)(ii)(3) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 15 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B21(a)(ii)(2).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time Closing Date or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time Closing Date would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C18(a)(iii)(3) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 14 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B18(a)(iii)(2).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C18(a)(ii)(3) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 15 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B18(a)(ii)(2).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time Closing Date or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time Closing Date would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C18(a)(ii)(3) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 15 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B18(a)(ii)(2).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time Closing Date would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C16(a)(ii)(D) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 10 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B16(a)(ii)(C).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation may terminate this Agreement in accordance with Section 15(a)(iii)(C15(a)(ii)(C) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B15(a)(ii)(B).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation FFMIC may terminate this Agreement in accordance with Section 15(a)(iii)(C16(a)(ii)(D) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 10 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B16(a)(ii)(C).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation SSMIC may terminate this Agreement in accordance with Section 15(a)(iii)(C15(a)(ii)(D) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B15(a)(ii)(C).

Representations and Warranties; Updated Information. From the Signing Date until the earlier of the Effective Time or the termination of this Agreement, each Constituent Corporation shall, after having obtained knowledge thereof, promptly disclose in writing to the other Constituent Corporation Corporations any matter arising after the Signing Date that, if existing, occurring or known at the Effective Time Closing Date would render inaccurate any of the representations or warranties of such Constituent Corporation contained in this Agreement (each, a “Representation and Warranty Notice”). The other Constituent Corporation Corporations may terminate this Agreement in accordance with Section 15(a)(iii)(C16(a)(ii)(C) in the event of any such disclosure. Notwithstanding the foregoing, a Constituent Corporation’s disclosure pursuant to this Section 9 11 shall not automatically be deemed a breach giving rise to the right to terminate pursuant to Section 15(a)(iii)(B16(a)(ii)(B).