Common use of Due Diligence by the Buyer Clause in Contracts

Due Diligence by the Buyer. The Buyer acknowledges that it has conducted to its satisfaction an independent investigation of the financial condition, results of operations, assets, liabilities, properties and projected operations of the Company and, in making its determination to proceed with the transactions contemplated by this Agreement, the Buyer has relied solely on the results of its own independent investigation and the representations and warranties of the Seller set forth in Article II, including the Disclosure Schedule. Such representations and warranties by the Seller constitute the sole and exclusive representations and warranties of the Seller to the Buyer in connection with the transactions contemplated hereby, and the Buyer acknowledges and agrees that the Seller is not making any representation or warranty whatsoever, express or implied, beyond those expressly given in this Agreement, including any implied warranty as to condition, merchantability or suitability as to any of the assets of the Company, and it is understood that the Buyer takes the Company, its assets and its business as is and where is (subject to the benefit of the representations and warranties set forth in this Agreement). The Buyer further acknowledges and agrees that any cost estimates, projections or other predictions that may have been provided to the Buyer or any of its employees, agents or representatives are not representations or warranties of the Seller or any of its Affiliates. The Buyer has no knowledge that any of the representations and warranties of the Seller in this Agreement is not true and correct, and the Buyer has no knowledge of any errors in, or omissions from, the Disclosure Schedule.

Due Diligence by the Buyer. The Buyer acknowledges that it has conducted to its satisfaction an independent investigation of the financial condition, results of operations, assets, liabilitiesLiabilities, properties and projected operations of the Company Business and, in making its determination to proceed with the transactions contemplated by this Agreement, the Buyer has relied solely on the results of its own independent investigation and the representations and warranties of the Seller set forth in Article II, including the Disclosure ScheduleSchedule and other Schedules hereto (and any updates thereto). Such representations and warranties by the Seller constitute the sole and exclusive representations and warranties of the Seller to the Buyer in connection with the transactions contemplated hereby, and the Buyer acknowledges and agrees that the Seller is not making any representation or warranty whatsoever, express or implied, beyond those expressly given in this Agreement, including any implied warranty as to condition, merchantability merchantability, or suitability as to any of the assets of the Company, Business and it is understood that the Buyer takes the Company, its assets Acquired Assets and its business the Business as is and where is (but subject to the benefit of the representations and warranties set forth in this Agreement). The Buyer further acknowledges and agrees that any cost estimates, projections or other predictions that may have been provided to the Buyer or any of its employees, agents or representatives are not representations or warranties of the Seller or any of its Affiliates. The Buyer has no knowledge that any of the representations and warranties of the Seller Affiliates unless expressly set forth in this Agreement is not true and correct, and the Buyer has no knowledge of any errors in, or omissions from, the Disclosure ScheduleAgreement.

Due Diligence by the Buyer. The Buyer acknowledges that it has conducted to its satisfaction an independent investigation of the financial condition, results of operations, assets, liabilities, properties and projected operations of the Company Business and, in making its determination to proceed with the transactions contemplated by this Agreement, the Buyer has relied solely on the results of its own independent investigation and the representations and warranties of the Seller set forth in Article ARTICLE II, including the Disclosure ScheduleSchedule and other Schedules hereto. Such representations and warranties by the Seller constitute the sole and exclusive representations and warranties of the Seller to the Buyer in connection with the transactions contemplated hereby, and the Buyer acknowledges and agrees that the Seller is not making any representation or warranty whatsoever, express or implied, beyond those expressly given in this Agreement, including any implied warranty as to condition, merchantability merchantability, or suitability as to any of the assets of the Company, Business and it is understood that the Buyer takes the Company, its assets Acquired Assets and its business the Business as is and where is (subject to the benefit of the representations and warranties set forth in this Agreement). The Buyer further acknowledges and agrees that any cost estimates, projections or other predictions that may have been provided to the Buyer or any of its employees, agents or representatives are not representations or warranties of the Seller or any of its Affiliates. The Buyer has no knowledge that any of the representations and warranties of the Seller in this Agreement is not true and correctparents, and the Buyer has no knowledge of any errors in, subsidiaries or omissions from, the Disclosure Scheduleaffiliates.

Due Diligence by the Buyer. The Buyer acknowledges that it has conducted to its satisfaction an independent investigation of the financial condition, results of operations, assets, liabilities, properties and projected operations of the Company AIS Business and, in making its determination to proceed with the transactions contemplated by this Agreement, the Buyer has relied solely on the results of its own independent such investigation and the representations representations, warranties, covenants and warranties agreements of the Seller Sellers set forth in Article IIherein, including the Disclosure ScheduleSchedule of Exceptions and other Schedules hereto, and in the Ancillary Agreements. Such representations and warranties by the Seller Sellers constitute the sole and exclusive representations and warranties of the Seller Sellers to the Buyer in connection with the transactions contemplated hereby, and the Buyer acknowledges and agrees that the Seller is Sellers are not making any representation or warranty whatsoever, express or implied, beyond those expressly given in this AgreementAgreement and the Ancillary Agreements, including any implied warranty as to condition, merchantability merchantability, or suitability as to any of the assets of the Company, and it is understood that the Buyer takes the Company, its assets and its business as is and where is (subject to the benefit of the representations and warranties set forth in this Agreement)Acquired Assets. The Buyer further acknowledges and agrees that any cost estimates, projections or other predictions that may have been provided to the Buyer or any of its employees, agents or representatives are not representations or warranties of the Seller Sellers or any of its their Affiliates. The Buyer has no knowledge ; provided that any the foregoing is not intended to and shall not limit the scope of the representations and warranties of contained herein and in the Seller Ancillary Agreements, including Sections 2.4, 2.6 and 2.26 hereof and in this Agreement is not true and correct, and the Buyer has no knowledge of any errors in, or omissions from, appendices to the Disclosure ScheduleSupply Agreements.