Common use of Disclaimer of Other Representations or Warranties Clause in Contracts

Disclaimer of Other Representations or Warranties. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IV, NEITHER SELLER NOR ANY OF ITS AFFILIATES MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY, AND SELLER AND ITS AFFILIATES HEREBY DISCLAIM ANY SUCH REPRESENTATION OR WARRANTY WITH RESPECT TO THE EXECUTION AND DELIVERY OF THIS AGREEMENT AND THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN THIS ARTICLE IV, NO PERSON HAS BEEN AUTHORIZED BY SELLER OR ANY OF ITS AFFILIATES TO MAKE ANY REPRESENTATIONS OR WARRANTIES RELATING TO SELLER OR ANY OF ITS AFFILIATES OR OTHERWISE IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, AND, IF MADE, SUCH REPRESENTATION OR WARRANTY MAY NOT BE RELIED UPON BY BUYER OR ANY OTHER PERSON AS HAVING BEEN AUTHORIZED BY SELLER OR ANY OF ITS AFFILIATES. BUYER SHALL ACQUIRE THE COMPANY WITHOUT ANY REPRESENTATION OR WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IN AN “AS IS” CONDITION AND ON A “WHERE IS” BASIS, EXCEPT AS OTHERWISE EXPRESSLY REPRESENTED OR WARRANTED IN THIS ARTICLE IV.

Disclaimer of Other Representations or Warranties. EACH PARTY AGREES THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IVAGREEMENT OR THE ANCILLARY DOCUMENTS, NEITHER BUYER NOR SELLER NOR MAKES OR RELIES ON ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, AND EACH HEREBY DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY OTHER INFORMATION (INCLUDING IN ANY DATAROOM OR MANAGEMENT PRESENTATION OR INFORMATION MEMORANDUM OR IN RESPONSE TO QUESTIONS SUBMITTED BY A PARTY OR ANY OF ITS AFFILIATES MAKES REPRESENTATIVES AND INCLUDING ANY EXPRESS PROJECTIONS OR IMPLIED REPRESENTATION SIMILAR INFORMATION), MADE BY, OR WARRANTYMADE AVAILABLE BY, AND SELLER AND ITSELF OR ANY OF ITS AFFILIATES HEREBY DISCLAIM ANY SUCH REPRESENTATION REPRESENTATIVES, WHETHER WRITTEN OR WARRANTY ORAL, WITH RESPECT TO TO, OR IN CONNECTION WITH, THE NEGOTIATION, EXECUTION AND OR DELIVERY OF THIS AGREEMENT AND OR THE ANCILLARY DOCUMENTS OR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENTAGREEMENT AND THE ANCILLARY DOCUMENTS, NOTWITHSTANDING THE DELIVERY OR DISCLOSURE TO THE OTHER PARTY OR THE OTHER PARTY’S REPRESENTATIVES OF ANY DOCUMENTATION OR OTHER INFORMATION WITH RESPECT TO ANY ONE OR MORE OF THE FOREGOING. FOR THE AVOIDANCE OF DOUBT, EXCEPT AS EXPRESSLY SET FORTH FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IVIV OR THE ANCILLARY DOCUMENTS, NO (I) NEITHER SELLER NOR ANY OTHER PERSON HAS BEEN AUTHORIZED BY SELLER MAKES ANY EXPRESS OR ANY IMPLIED REPRESENTATION OR WARRANTY ON BEHALF OF ITS AFFILIATES TO MAKE ANY REPRESENTATIONS OR WARRANTIES RELATING TO SELLER OR ANY OF ITS AFFILIATES OR OTHERWISE IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENTSELLER, AND, IF MADENOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SUCH SELLER MAKES NO EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY MAY NOT BE RELIED UPON BY BUYER OR WITH RESPECT TO ANY OTHER PERSON EXCLUDED ASSETS AND (II) THE TRANSFERRED ASSETS AND TRANSFERRED COMPANIES ARE ASSIGNED “AS HAVING BEEN AUTHORIZED BY SELLER OR ANY OF ITS AFFILIATES. BUYER SHALL ACQUIRE THE COMPANY IS” WITHOUT ANY REPRESENTATION WARRANTY OF ANY KIND, WHETHER EXPRESS OR WARRANTY AS IMPLIED, AT LAW OR IN EQUITY, INCLUDING ANY WARRANTIES OF OR RELATED TO TITLE, MERCHANTABILITY OR FITNESS FOR ANY A PARTICULAR PURPOSE, IN AN “AS IS” CONDITION AND ON A “WHERE IS” BASIS, EXCEPT AS OTHERWISE EXPRESSLY REPRESENTED OR WARRANTED IN THIS ARTICLE IV.

Disclaimer of Other Representations or Warranties. EACH PARTY AGREES THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IVAGREEMENT OR THE ANCILLARY DOCUMENTS, NEITHER BUYER NOR SELLER NOR MAKES OR RELIES ON ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, AND EACH HEREBY DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY OTHER INFORMATION (INCLUDING IN ANY DATAROOM OR MANAGEMENT PRESENTATION OR INFORMATION MEMORANDUM OR IN RESPONSE TO QUESTIONS SUBMITTED BY A PARTY OR ANY OF ITS AFFILIATES MAKES REPRESENTATIVES AND INCLUDING ANY EXPRESS PROJECTIONS OR IMPLIED REPRESENTATION SIMILAR INFORMATION), MADE BY, OR WARRANTYMADE AVAILABLE BY, AND SELLER AND ITSELF OR ANY OF ITS AFFILIATES HEREBY DISCLAIM ANY SUCH REPRESENTATION REPRESENTATIVES, WHETHER WRITTEN OR WARRANTY ORAL, WITH RESPECT TO TO, OR IN CONNECTION WITH, THE NEGOTIATION, EXECUTION AND OR DELIVERY OF THIS AGREEMENT AND OR THE ANCILLARY DOCUMENTS OR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENTAGREEMENT AND THE ANCILLARY DOCUMENTS, NOTWITHSTANDING THE DELIVERY OR DISCLOSURE TO THE OTHER PARTY OR THE OTHER PARTY’S REPRESENTATIVES OF ANY DOCUMENTATION OR OTHER INFORMATION WITH RESPECT TO ANY ONE OR MORE OF THE FOREGOING. FOR THE AVOIDANCE OF DOUBT, EXCEPT AS EXPRESSLY SET FORTH FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IVArticle IV OR THE ANCILLARY DOCUMENTS, NO (I) NEITHER SELLER NOR ANY OTHER PERSON HAS BEEN AUTHORIZED BY SELLER MAKES ANY EXPRESS OR ANY IMPLIED REPRESENTATION OR WARRANTY ON BEHALF OF ITS AFFILIATES TO MAKE ANY REPRESENTATIONS OR WARRANTIES RELATING TO SELLER OR ANY OF ITS AFFILIATES OR OTHERWISE IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENTSELLER, AND, IF MADENOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SUCH SELLER MAKES NO EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY MAY NOT BE RELIED UPON BY BUYER OR WITH RESPECT TO ANY OTHER PERSON EXCLUDED ASSETS AND (II) THE TRANSFERRED ASSETS AND TRANSFERRED COMPANIES ARE ASSIGNED “AS HAVING BEEN AUTHORIZED BY SELLER OR ANY OF ITS AFFILIATES. BUYER SHALL ACQUIRE THE COMPANY IS” WITHOUT ANY REPRESENTATION WARRANTY OF ANY KIND, WHETHER EXPRESS OR WARRANTY AS IMPLIED, AT LAW OR IN EQUITY, INCLUDING ANY WARRANTIES OF OR RELATED TO TITLE, MERCHANTABILITY OR FITNESS FOR ANY A PARTICULAR PURPOSE, IN AN “AS IS” CONDITION AND ON A “WHERE IS” BASIS, EXCEPT AS OTHERWISE EXPRESSLY REPRESENTED OR WARRANTED IN THIS ARTICLE IV.

Disclaimer of Other Representations or Warranties. EACH PARTY AGREES THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE IVAGREEMENT OR THE ANCILLARY AGREEMENTS, NEITHER BUYER NOR SELLER NOR MAKES OR RELIES ON ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, AND EACH HEREBY DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY OTHER INFORMATION (INCLUDING IN ANY DATA ROOM OR IN RESPONSE TO QUESTIONS SUBMITTED BY A PARTY OR ANY OF ITS AFFILIATES MAKES REPRESENTATIVES AND INCLUDING ANY EXPRESS PROJECTIONS OR IMPLIED REPRESENTATION SIMILAR INFORMATION), MADE BY, OR WARRANTYMADE AVAILABLE BY, AND SELLER AND ITSELF OR ANY OF ITS AFFILIATES HEREBY DISCLAIM AFFILIATE OR REPRESENTATIVES OF ANY SUCH REPRESENTATION OF THEM, WHETHER WRITTEN OR WARRANTY ORAL, WITH RESPECT TO TO, OR IN CONNECTION WITH, THE NEGOTIATION, EXECUTION AND OR DELIVERY OF THIS AGREEMENT AND OR THE ANCILLARY AGREEMENTS OR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENTAGREEMENT AND THE ANCILLARY AGREEMENTS, NOTWITHSTANDING THE DELIVERY OR DISCLOSURE TO THE OTHER PARTY OR THE OTHER PARTY’S REPRESENTATIVES OF ANY DOCUMENTATION OR OTHER INFORMATION WITH RESPECT TO ANY ONE OR MORE OF THE FOREGOING. EXCEPT AS EXPRESSLY SET FORTH THIS Section 11.6 SHALL NOT APPLY WITH RESPECT TO FRAUD, AND NOTHING IN THIS ARTICLE IV, NO PERSON HAS BEEN AUTHORIZED BY SELLER AGREEMENT SHALL AFFECT OR LIMIT IN ANY OF ITS AFFILIATES TO MAKE WAY ANY REPRESENTATIONS OR WARRANTIES RELATING TO SELLER OR ANY OF ITS AFFILIATES OR OTHERWISE IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, AND, IF MADE, SUCH REPRESENTATION OR WARRANTY MAY NOT BE RELIED UPON BY BUYER OR ANY OTHER PERSON AS HAVING BEEN AUTHORIZED BY SELLER OR ANY OF ITS AFFILIATES. BUYER SHALL ACQUIRE THE COMPANY WITHOUT ANY REPRESENTATION OR WARRANTY AS TO MERCHANTABILITY OR FITNESS CLAIM FOR ANY PARTICULAR PURPOSE, IN AN “AS IS” CONDITION AND ON A “WHERE IS” BASIS, EXCEPT AS OTHERWISE EXPRESSLY REPRESENTED OR WARRANTED IN THIS ARTICLE IVFRAUD.