Acknowledgement by Seller. (a) If Seller is advised of Seller’s Xxxxxx’s refusal to participate in any short sale, Xxxxxx agrees to immediately communicate this to Buyer and Xxxxxx.
Acknowledgement by Seller. Except for (a) the representations and warranties made by the Buyer Parties in this Agreement, (b) the representations and warranties made by the Buyer Parties in any certificate required to be delivered under Section 1.2(b)(ii) and Section 1.2(f) and (c) the representations made by the Buyer Parties in the Merger Agreement, neither Buyer Party, nor any other Person, is making or has made, and Seller is not relying on, and has not relied on, any other representations or warranties, either express or implied, with respect to the transactions contemplated by this Agreement, the Buyer Parties, or on the accuracy or completeness of any information regarding the Buyer Parties or any other material furnished or provided to Seller, or made available to Seller in any form, in expectation of, or in connection with, this Agreement or the transactions contemplated by this Agreement.
Acknowledgement by Seller. Seller acknowledges that no other representations and warranties of Buyer other than as are set forth in this Agreement are required by Seller to enter into this Agreement.
Acknowledgement by Seller. Seller acknowledges and agrees for itself and each of its Affiliates that, from and after the closing of the Merger (as defined in the LMC Agreement), Buyer intends to (and may) communicate directly with cable, MMDS, DBS or other multichannel video or other distribution systems (including any of the foregoing that are WTBS Distributors) regarding the transformation of WTBS into a copyright paid, satellite delivered, twenty-four hour per day cable television programming service, it being understood that, until receipt of the Exercise Notice, nothing in this Agreement shall constitute a waiver by Seller, the Subsidiary or any of their respective Affiliates of, or an agreement by Seller, the Subsidiary or any such Affiliate to waive any non-disclosure or confidentiality agreement between Seller, the Subsidiary, or any such Affiliate and any WTBS Distributor.
Acknowledgement by Seller. Seller acknowledges and agrees that it (i) has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition, operations and prospects of the Buyer and (ii) has been furnished with or given full access to such information about the Seller’s business, assets, condition, operations and prospects as Seller has requested. Seller acknowledges that, other than as set forth in this Agreement, none of the Buyer nor any of its directors, officers, employees, Affiliates, Stockholders, agents or representatives makes or has made any representation or warranty, either express or implied, (A) as to the accuracy or completeness of any of the information provided or made available to Seller or any of its agents, representatives, lenders or Affiliates prior to the execution of this Agreement and (B) with respect to any projections, forecasts, estimates, plans or budgets of future revenues, expenses or expenditures, future results of operations (or any component thereof), future cash flows (or any component thereof) or future financial condition (or any component thereof) of the Buyer heretofore delivered to or made available to Seller or any of its respective agents, representatives, lenders or Affiliates.
Acknowledgement by Seller. Seller warrants to Purchaser that it has no -------------------------- present knowledge that EPS to be sold under this Agreement, when used in the foreseeable manner to mold polystyrene food service items, involves a serious concealed danger or a serious exposure to individuals, as those terms are used in Section 387 of the California Penal Code, and will notify Purchaser if such a danger or exposure become known to Seller.
Acknowledgement by Seller. 36 Section 3.28 No Other Representations or Warranties................................................36
