Common use of REPRESENTATIONS AND WARRANTIES OF PARENT AND THE MERGER SUBS Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PARENT AND THE MERGER SUBS. Except as otherwise disclosed in (a) the Parent SEC Documents filed or furnished prior to the date of this Agreement, the relevance of such documents being reasonably apparent on its face, but excluding any risk factor disclosure and disclosure of risks included in any “forward looking statements” disclaimer or other general statements included in such Parent SEC Documents to the extent they are predictive or forward looking in nature; provided, that the disclosure in the Parent SEC Documents shall not be deemed to qualify any representation or warranty contained in Section 4.3, or (b) a letter (the “Parent Disclosure Letter”) delivered to the Company by Parent prior to the execution of this Agreement (which Parent Disclosure Letter shall in each case specifically identify by reference to sections of this Agreement any exceptions to each of the representations, warranties and covenants contained in this Agreement; provided, however, that any information set forth in one section of such Parent Disclosure Letter shall be deemed to apply to each other section or subsection thereof or hereof to which its relevance is reasonably apparent on its face), Parent and each Merger Sub represent and warrant to the Company as follows: