REPRESENTATIONS AND WARRANTIES OF FH. Section 3.01 Corporate Existence and Power 22 Section 3.02 Corporate Authorization 22 Section 3.03 Governmental Authorization 23 Section 3.04 Noncontravention 23 Section 3.05 Filings 24 Section 3.06 Compliance with Laws 24 Section 3.07 Disclosure Documents 24 Section 3.08 Finders’ Fees 24 Section 3.09 Litigation 24 Section 3.10 Ownership of Shares 25 Section 3.11 Financing 25 Section 3.12 Vote Required 25 Section 3.13 Trademarks 25 Section 3.14 Anti-Corruption Compliance Matters 25 Section 3.17 Related Party Contracts; Specified Contracts 27 Section 3.18 Contributed Shares 28 Section 3.19 Independent Investigation 28 ARTICLE 4. CERTAIN COVENANTS OF XC Section 4.01 Conduct of XC 29 Section 4.02 Access to Information 34 Section 4.03 Non-Solicitation 35 ARTICLE 5.
REPRESENTATIONS AND WARRANTIES OF FH. Except as (X) set forth in any document required to be filed by FH with the TSE, including any amendments or supplements thereto, that is publicly available in English at least two (2) Business Days prior to the date of this Agreement (but excluding any forward-looking disclosures set forth in any “risk factors” section, any disclosures in any “forward-looking statements” section and any other disclosures included therein to the extent they are predictive or forward-looking in nature, it being understood that any factual information contained within such sections shall not be excluded), or (Y) disclosed in the FH Disclosure Letter in accordance with Section 8.05, FH represents and warrants to XC, that:
