Common use of Additional Representations and Warranties of the Clause in Contracts

Additional Representations and Warranties of the. Initial Sellers as of the Final Closing Date As of the Final Closing Date, each of the Initial Sellers represents, warrants and undertakes to and agrees with UPC, Waldo and KMNGG as follows: 9.8.1 All of the representations and warranties made by it in this Agreement, the Stock Exchange Agreement, Stock Transfer Agreement, and any officers' certificate delivered by it hereunder are true and accurate as of the Final Closing Date as if made on such date; 9.8.2 All authorizations, approvals, consents and notices required to enable it to Transfer the Initial Shares to UPC have been made and received as of the Final Closing Date, and no additional authorizations, approvals, consents or notices are required to be made or obtained by it to enable UPC to take title to such shares free and clear of all pledges, liens, rights, claims and challenges of third parties; and 9.8.3 To the best of its knowledge, the representations and warranties of KMNGG set forth in Section 9.2 hereof are true and correct.