Disclaimer Regarding Projections. In connection with Buyer’s investigation of the Company, Buyer has received from Seller and its affiliates and agents certain financial information, memoranda or offering materials or presentations containing, among other things, projections and other forecasts, including, without limitation, projected financial statements, cash flow items, cost estimates, certain business plan information and other data related to the Company. Buyer acknowledges that (a) any such documents are not and shall not be deemed to include representations or warranties of Seller or the Company, (b) there are uncertainties inherent in attempting to make such projections, forecasts and plans and, accordingly, is not relying on them, (c) Buyer is familiar with such uncertainties and is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections, forecasts and plans so furnished to it and (d) Buyer shall have no claim against anyone with respect to any of the foregoing.
Disclaimer Regarding Projections. Buyer may be in possession of certain plans, projections and other forecasts regarding the Acquired Assets and the Assumed Liabilities, including estimates, budgets of future revenues, expenses or expenditures, projections of future results of operations (or any component thereof), future cash flows (or any component thereof) or future financial condition (or any component thereof). Buyer acknowledges that there are substantial uncertainties inherent in attempting to make such plans, projections and other forecasts, that Buyer is familiar with such uncertainties, that Buyer is taking full responsibility for making its own independent evaluation of the adequacy and accuracy of all plans, projections and other forecasts so furnished to it, and that Buyer shall have no claim against Seller, its Affiliates or their respective Representatives with respect thereto. Accordingly, Buyer acknowledges that without limiting the generality of this Section 4.12, neither Seller nor any of its Affiliates has made any representation or warranty with respect to such plans, projections or other forecasts.
Disclaimer Regarding Projections. In connection with Buyer’s investigation of the Purchased Assets, Buyer and its Representatives have received from Seller (directly or through their Representatives) certain projections, estimates and other forecasts and certain business plan information (collectively, the “Projections”). Buyer acknowledges that there are uncertainties inherent in attempting to make the Projections, that it is familiar with such uncertainties, that it is making its own evaluation of the adequacy and accuracy of all of the Projections so furnished to it and any use of, or reliance by, it on the Projections will be at its sole risk, and without limiting any other provisions of this Agreement, that it will have no claim against anyone with respect to the Projections; provided, however, that the foregoing will not be interpreted to waive any rights that Buyer has with respect to recovery for breaches of the representations and warranties made by Seller in Article III.
Disclaimer Regarding Projections. In connection with Parent’s investigation of the Company, Parent has received from the Company and its Affiliates and agents certain projections and other forecasts, including projected financial statements, cash flow items, certain business plan information and other data of the Company. Parent acknowledges that (i) there are uncertainties inherent in attempting to make such projections, forecasts and plans and, accordingly, is not relying on them, (ii) it is familiar with such uncertainties and is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections, forecasts and plans so furnished to it and (iii) it shall have no claim against anyone with respect to any of the foregoing. Accordingly, Parent acknowledges that the Company has made no representation or warranty with respect to such projections and other forecasts and plans.
Disclaimer Regarding Projections. Buyer may be in possession of certain projections and other forecasts regarding the Acquired Companies, including but not limited to projected financial statements, cash flow items and other data of the Acquired Companies and certain business plan information of the Acquired Companies. Buyer acknowledges that there are substantial uncertainties inherent in attempting to make such projections and other forecasts and plans and accordingly is not relying on them, that Buyer is familiar with such uncertainties, that Buyer is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections and other forecasts and plans so furnished to it, and that Buyer shall have no claim against anyone with respect thereto. Accordingly, Buyer acknowledges that, without limiting the generality of Section 4.16, neither Sellers nor any of their Affiliates has made any representation or warranty with respect to such projections and other forecasts and plans.
Disclaimer Regarding Projections. In connection with Buyer’s investigation of the Company, Buyer has received from Sellers and/or the Company and/or their respective representatives certain projections, estimates and other forecasts and certain business plan information. Buyer acknowledges that there are uncertainties inherent in attempting to make such projections, estimates and other forecasts and plans, that Buyer is familiar with such uncertainties, that, except for the express representations and warranties made by Sellers and the Company in this Agreement and each Ancillary Agreement, Buyer is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections, estimates and other forecasts and plans so furnished to it, and, except for the express representations and warranties made by Sellers and the Company in this Agreement and each Ancillary Agreement, any use of or reliance by Buyer on such projections, estimates and other forecasts and plans shall be at its sole risk, and, without limiting any other provisions herein, that Buyer shall have no claim against anyone with respect thereto. Accordingly, Buyer acknowledges, agrees and confirms that, except for the express representations and warranties made by Sellers and the Company in this Agreement and each Ancillary Agreement, the Sellers, the Company and each of their respective Affiliates, officers, directors, employees, agents and representatives, do not make, have not made nor shall be deemed to have made any representation or warranty to Buyer, express or implied, at law or in equity, with respect to such projections, estimates, forecasts or plans.
Disclaimer Regarding Projections. In connection with Buyer's investigation of the Companies, Buyer has received from Seller or its representatives certain projections, including the information contained in (i) the Confidential Information Package, (ii) responses to requests by Buyer for additional information, and (iii) the management presentation. Buyer acknowledges that there are uncertainties inherent in attempting to make such projections and other forecasts and plans, that Buyer is familiar with such uncertainties, that Buyer is taking full responsibility for making its own evaluation of the adequacy and accuracy of all estimates, projections and other forecasts and plans so furnished to it (including the reasonableness of the assumptions underling such estimates, projections and forecasts), and that Buyer shall have no claim against Seller with respect thereto. Accordingly, Buyer agrees that Seller makes no representation or warranty with respect to such projections and other forecasts and plans, except that Seller has no knowledge of any information that would render the projections misleading in any material respects.
Disclaimer Regarding Projections. In connection with Buyer’s investigation of the Acquired Companies and the Projects, Buyer has received from Sellers, the Acquired Companies and their respective Affiliates and Representatives certain projections and other forecasts, including projected financial statements, cash flow items and other data of Sellers and the Acquired Companies and certain business plan information of Sellers and the Acquired Companies. Buyer acknowledges that (a) there are uncertainties inherent in attempting to make such projections and other forecasts and plans, (b) Buyer is familiar with such uncertainties and (c) Buyer is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections and other forecasts and plans so furnished to it and is not relying on any projection or forecast disclosed or made available to Buyer by any Seller, any Acquired Company or any of their respective Affiliates or Representatives.
Disclaimer Regarding Projections. In connection with Purchaser’s due diligence investigation of the Business, the IP Seller IP and the Acquired Companies, Purchaser has received from Seller, its Affiliates and its and its Affiliates’ Representatives certain projections and other forecasts, whether written or oral, related to the Business, the IP Seller IP, Seller and the Acquired Companies. Purchaser expressly acknowledges and agrees that (a) there are uncertainties inherent in attempting to make such projections and forecasts, (b) Purchaser is familiar with such uncertainties and is taking full responsibility for making its own evaluation of the adequacy and accuracy of all forecasts, predictions, projections estimates or other materials, documents or information relating to the Business and the IP Seller IP, (c) Purchaser is not relying upon such projections and other forecasts, and (d) Purchaser shall have no claim against Seller and its Affiliates with respect to any inaccuracy, misstatement or omission with respect to any such financial forecasts, predictions or financial projections, whether written or oral, made available to Purchaser, its Affiliates or its and their Representatives or any other Person in any data room, confidential information presentation or any other materials or information provided or addressed to Purchaser, its Affiliates or its and their Representatives.
Disclaimer Regarding Projections. In connection with Purchaser’s investigation of the Companies, Purchaser has received from Parent, its Affiliates and its Representatives certain projections and other forecasts, including projected financial statements, cash flow items and other data of the Companies and certain business plan information of the Companies. Purchaser acknowledges that (a) there are uncertainties inherent in attempting to make such projections and other forecasts and plans, (b) Purchaser is familiar with such uncertainties, and (c) absent fraud or willful misrepresentation and without limitation of the representations made by Parent, Holdings and the Company in Article III, Purchaser is taking full responsibility for making its own evaluation of the adequacy and accuracy of all projections and other forecasts and plans so furnished to it and is not relying on any projection or forecast disclosed or made available to Purchaser by Parent, Holdings or the Company.
