Common use of REPRESENTATIONS AND WARRANTIES AND UNDERTAKINGS Clause in Contracts

REPRESENTATIONS AND WARRANTIES AND UNDERTAKINGS. 6.1. The Company represents and warrants to SFML that each of the statements in Part A of Schedule IV, are and shall be, subject to the Disclosure Letter and the Updated Disclosure Letter, true and correct as on the Execution Date and shall remain true and correct as on Closing Date. QMT represents and warrants to SFML that each of the statements in Part B of Schedule IV are and shall be true and correct as on the Execution Date and shall remain true and correct as on Closing Date. The Company and QMT acknowledge that SFML is entering into the Agreement and the Shareholders’ Agreement relying upon such Warranties as qualified by the Disclosure Letter and Updated Disclosure Letter, if provided by the Company and QMT. 6.2. Each of the representations and warranties provided by the Company and QMT, as the case may be, under Schedule IV shall be construed as a separate representation, warranty, covenant or undertaking, as the case may be, and shall not be limited by the terms of any other representation or warranty or by any other term of this Agreement. 6.3. The Company shall and the QMT shall cause the Company to promptly inform SFML if any event occurs or is likely to occur that has or is likely to have a Material Adverse Effect, or if any of the Warranties become inaccurate or incomplete, or are likely to become inaccurate or incomplete at any time prior to Closing. 6.4. The rights and remedies of SFML in respect of a breach of the Warranties shall not be affected by Closing or by any investigation made by or on behalf of SFML into the affairs of the Company and the Subsidiaries, by any failure to exercise or delay in exercising a right or remedy, or by any other event, except a specific and duly authorised and express waiver or release stated in writing. 6.5. Except for the information disclosed in the Disclosure Letter and/or any Updated Disclosure Letter, no information relating to the Companyand the Subsidiaries, of which SFML has knowledge (actual or constructive) or reason to believe or suspect, and no investigation by or on behalf of SFML shall prejudice any claim made by SFML under such Warranties or operate to reduce any amount recoverable by SFML or any liability of the Company and the Subsidiaries. 6.6. SFML agrees that each of the Warranties are qualified by the facts, matters, circumstances and liabilities contained in the Disclosure Letter and/or the Updated Disclosure Letter to the extent disclosed against that specific Warranty. 6.7. Subject to Clause 8, if any disclosure specified in the Updated Disclosure Letter is of an event which has a Material Adverse Effect, then SFML shall, at its sole discretion, have the right to forthwith terminate this Agreement. Notwithstanding the above, in the event any disclosure made under the Updated Disclosure Letter is such that, in SFML’s view, is likely to result in a Loss for which it would make an indemnity claim under this Agreement, it shall notify the Company of the same and require the Company to delete such dislcosure from the Updated Disclosure Letter. In the event the Company is not agreeable to the deletion of such disclosure, it shall be entitled to forthwith terminate this Agreement. If, however, the Company is agreeable to delete such disclosure, the Warranties shall not be qualified by the event in respect of which the disclosure was sought to be made. 6.8. Where any statement in the Warranties is qualified by the expression "so far as the relevant Warrantor / any Party is aware" or "to the best of the relevant Warrantor's / Party’s knowledge, information and belief" or any similar expression, such knowledge shall be restricted to the knowledge of Key Management Team, and that statement shall be deemed to include an additional statement that it has been made after due and careful enquiry.

REPRESENTATIONS AND WARRANTIES AND UNDERTAKINGS. 6.1. The Company represents and warrants to SFML Edelweiss that each of the statements in Part A of Schedule IV, are and shall be, subject to the Disclosure Letter and the Updated Disclosure Letter, true and correct as on the Execution Date and shall remain true and correct as on Closing Date. QMT represents and warrants to SFML Edelweiss that each of the statements in Part B of Schedule IV are and shall be true and correct as on the Execution Date and shall remain true and correct as on Closing Date. The Company and QMT acknowledge that SFML Edelweiss is entering into the Agreement and the Shareholders’ Agreement relying upon such Warranties as qualified by the Disclosure Letter and Updated Disclosure Letter, if provided by the Company and QMT. 6.2. Each of the representations and warranties provided by the Company and QMT, as the case may be, under Schedule IV shall be construed as a separate representation, warranty, covenant or undertaking, as the case may be, and shall not be limited by the terms of any other representation or warranty or by any other term of this Agreement. 6.3. The Company shall and the QMT shall cause the Company to promptly inform SFML Edelweiss if any event occurs or is likely to occur that has or is likely to have a Material Adverse Effect, or if any of the Warranties become inaccurate or incomplete, or are likely to become inaccurate or incomplete at any time prior to Closing. 6.4. The rights and remedies of SFML Edelweiss in respect of a breach of the Warranties shall not be affected by Closing or by any investigation made by or on behalf of SFML Edelweiss into the affairs of the Company and the Subsidiaries, by any failure to exercise or delay in exercising a right or remedy, or by any other event, except a specific and duly authorised and express waiver or release stated in writing. 6.5. Except for the information disclosed in the Disclosure Letter and/or any Updated Disclosure Letter, no information relating to the Companyand Company and the Subsidiaries, of which SFML Edelweiss has knowledge (actual or constructive) or reason to believe or suspect, and no investigation by or on behalf of SFML Edelweiss shall prejudice any claim made by SFML Edelweiss under such Warranties or operate to reduce any amount recoverable by SFML Edelweiss or any liability of the Company and the Subsidiaries. 6.6. SFML Edelweiss agrees that each of the Warranties are qualified by the facts, matters, circumstances and liabilities contained in the Disclosure Letter and/or the Updated Disclosure Letter to the extent disclosed against that specific Warranty. 6.7. Subject to Clause 8, if If any disclosure specified in the Updated Disclosure Letter is of an event which has a Material Adverse Effect, then SFML Edelweiss shall, at its their sole discretion, have the right to forthwith terminate this Agreement. Notwithstanding the above, in the event any disclosure made under the Updated Disclosure Letter is such that, in SFMLEdelweiss’s view, is likely to result in a Loss for which it would make an indemnity claim under this Agreement, it shall notify the Company of the same and require the Company to delete such dislcosure disclosure from the Updated Disclosure Letter. In the event the Company is not agreeable to the deletion of such disclosure, it shall be entitled to forthwith terminate this Agreement. If, however, the Company is agreeable to delete such disclosure, the Warranties shall not be qualified by the event in respect of which the disclosure was sought to be made. 6.8. Where any statement in the Warranties is qualified by the expression "so far as the relevant Warrantor / any Party is aware" or "to the best of the relevant Warrantor's / Party’s knowledge, information and belief" or any similar expression, such knowledge shall be restricted to the knowledge of Key Management Team, and that statement shall be deemed to include an additional statement that it has been made after due and careful enquiry.

REPRESENTATIONS AND WARRANTIES AND UNDERTAKINGS. 6.1. The Company represents and warrants to SFML Creador I that each of the statements in Part A of Schedule IV, are and shall be, subject to the Disclosure Letter and the Updated Disclosure Letter, true and correct as on the Execution Date and shall remain true and correct as on Closing Date. QMT represents and warrants to SFML Creador I that each of the statements in Part B of Schedule IV are and shall be true and correct as on the Execution Date and shall remain true and correct as on Closing Date. The Company and QMT acknowledge that SFML Creador I is entering into the Agreement and the Shareholders’ Agreement relying upon such Warranties as qualified by the Disclosure Letter and Updated Disclosure Letter, if provided by the Company and QMT. 6.2. Each of the representations and warranties provided by the Company and QMT, as the case may be, under Schedule IV shall be construed as a separate representation, warranty, covenant or undertaking, as the case may be, and shall not be limited by the terms of any other representation or warranty or by any other term of this Agreement. 6.3. The Company shall and the QMT shall cause the Company to promptly inform SFML Creador I if any event occurs or is likely to occur that has or is likely to have a Material Adverse Effect, or if any of the Warranties become inaccurate or incomplete, or are likely to become inaccurate or incomplete at any time prior to Closing. 6.4. The rights and remedies of SFML Creador I in respect of a breach of the Warranties shall not be affected by Closing or by any investigation made by or on behalf of SFML Creador I into the affairs of the Company and the Subsidiaries, by any failure to exercise or delay in exercising a right or remedy, or by any other event, except a specific and duly authorised and express waiver or release stated in writing. 6.5. Except for the information disclosed in the Disclosure Letter and/or any Updated Disclosure Letter, no information relating to the Companyand Company and the Subsidiaries, of which SFML Creador I has knowledge (actual or constructive) or reason to believe or suspect, and no investigation by or on behalf of SFML Creador I shall prejudice any claim made by SFML Creador I under such Warranties or operate to reduce any amount recoverable by SFML Creador I or any liability of the Company and the Subsidiaries. 6.6. SFML Creador I agrees that each of the Warranties are qualified by the facts, matters, circumstances and liabilities contained in the Disclosure Letter and/or the Updated Disclosure Letter to the extent disclosed against that specific Warranty. 6.7. Subject to Clause 8, if If any disclosure specified in the Updated Disclosure Letter is of an event which has a Material Adverse Effect, then SFML Creador I shall, at its their sole discretion, have the right to forthwith terminate this Agreement. Notwithstanding the above, in the event any disclosure made under the Updated Disclosure Letter is such that, in SFMLCreador I’s view, is likely to result in a Loss for which it would make an indemnity claim under this Agreement, it shall notify the Company of the same and require the Company to delete such dislcosure disclosure from the Updated Disclosure Letter. In the event the Company is not agreeable to the deletion of such disclosure, it shall be entitled to forthwith terminate this Agreement. If, however, the Company is agreeable to delete such disclosure, the Warranties shall not be qualified by the event in respect of which the disclosure was sought to be made. 6.8. Where any statement in the Warranties is qualified by the expression "so far as the relevant Warrantor / any Party is aware" or "to the best of the relevant Warrantor's / Party’s knowledge, information and belief" or any similar expression, such knowledge shall be restricted to the knowledge of Key Management Team, and that statement shall be deemed to include an additional statement that it has been made after due and careful enquiry.