Acknowledgment by the Parties. (a) EACH OF THE PARTIES HERETO ACKNOWLEDGES THAT THE REPRESENTATIONS AND WARRANTIES BY THE OTHER PARTIES SET FORTH IN THIS AGREEMENT AND ANY CERTIFICATE DELIVERED HEREUNDER, CONSTITUTE THE SOLE AND EXCLUSIVE REPRESENTATIONS AND WARRANTIES OF THE OTHER PARTIES IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED HEREBY, AND EACH OF THE PARTIES HERETO UNDERSTANDS, ACKNOWLEDGES AND AGREES THAT ALL OTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND OR NATURE EXPRESS OR IMPLIED (INCLUDING, BUT NOT LIMITED TO, ANY RELATING TO THE FUTURE FINANCIAL CONDITION OR PROJECTIONS, RESULTS OF OPERATIONS, ASSETS OR LIABILITIES OF THE PURCHASED SUBSIDIARIES OR THEIR SUBSIDIARIES OR ANY OTHER PERSON) ARE SPECIFICALLY DISCLAIMED BY THE PARTIES.
Acknowledgment by the Parties. Landlord and Tenant understand, ----------------------------- agree and acknowledge that:
Acknowledgment by the Parties. Each of the Parties herby acknowledges that attorneys and other employees of Horn & Co., Law Offices (the “Firm”) represent and provide legal counsel and services to both Parties and to certain shareholders of the Company, both in connection with this Agreement and in connection with other matters. Each of the Parties hereby irrevocably waives any and all claims in connection with conflict of interest by the Firm or anyone on the Firm’s behalf (including Firm’s employees, consultants and service providers) and acknowledges that the Firm may freely represent and provide services to any of the Parties without any limitation
Acknowledgment by the Parties. A. The Parties acknowledge that HHSC is not a party to and has no control over the details of, nor has any administrative or supervisory role with regard to any contract between Grantee and any design team or architect or engineer relating to the project design or construction with the sole and exclusive exceptions of the following: (i) HHSC must be named as an additional insured and named as an indemnitee as required herein, and (ii) HHSC will approve all plans and specifications generated during each phase of the design for the integrated care clinic in accordance with Section III(D) herein.
Acknowledgment by the Parties. The Parties acknowledge the following:
Acknowledgment by the Parties. The Parties by executing this Agreement acknowledge that they have reviewed and understand all provisions of the Agreement. Each Party has further reviewed the terms and conditions of the Agreement with their respective attorneys and, as a direct result thereof, have participated in the drafting of the Agreement. It is therefore understood and agreed that the language of the Agreement will not be presumptively construed in favor or against any party hereto.
Acknowledgment by the Parties. Each of the undersigned acknowledges having read this Agreement in its entirety before signing, including the confidentiality clause set forth in Section 8.11.
Acknowledgment by the Parties. The Parties acknowledge that they each individually have not made nor has any other Person made any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding the respective Party, except as expressly set forth in this Agreement, the Disclosure Schedules hereto or the certificates delivered in connection herewith. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT, OF THE CERTIFICATES DELIVERED IN CONNECTION HEREWITH, THE PARTIES DO NOT MAKE ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AT LAW OR IN EQUITY, IN RESPECT OF ANY PARTY OR ANY OF THE ASSETS, LIABILITIES OR OPERATIONS OF SELLER, OR THE SUBSIDIARIES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PARTIES DO NOT MAKE ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF ANY OF THE ASSETS OF SELLER OR THE SUBSIDIARIES. THE PARTIES EXPRESSLY DISCLAIM ANY RIGHT TO ASSERT ANY CLAIM UNDER ANY OF THE ABOVE DESCRIBED REPRESENTATIONS OR WARRANTIES (EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT).
Acknowledgment by the Parties. Each party understands that the representations and warranties of the other parties will not survive the Closing (except as expressly set forth in Sections 9.1, 9.2, 9.3 and 9.4) and constitute the sole and exclusive representations and warranties of such other parties in connection with the transactions contemplated hereby, and each party understands, acknowledges and agrees that all other representations and warranties of any kind or nature expressed or implied (including, without limitation, any relating to the future or historical financial condition, results of operations, assets or liabilities of the Company or the Company Subsidiaries) are specifically disclaimed by the other parties.
Acknowledgment by the Parties. The Company, on the one hand, and Parent and the Surviving Corporation, on the other hand, understands that the representations and warranties of the other parties will not survive following the one-year anniversary of the Effective Time and constitute the sole and exclusive representations and warranties of the other parties in connection with the transactions contemplated hereby. Each party to this Agreement understands, acknowledges and agrees that all other representations and warranties of any kind or nature expressed or implied (including, without limitation, any relating to the future or historical financial condition, results of operations, assets or liabilities of the) are specifically disclaimed by each other party.
