Common use of Exclusivity of Representations Clause in Contracts

Exclusivity of Representations. The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warranties. The Sellers hereby disclaim any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statements).

Appears in 3 contracts

Samples: Stock Purchase Agreement, Transaction Agreement (Solera Holdings LLC), Stock Purchase Agreement (Bowne & Co Inc)

AutoNDA by SimpleDocs

Exclusivity of Representations. The representations and warranties made by the Sellers Seller in this Agreement are in lieu of (and are exclusive of all of) any other representations and warrantieswarranties by Seller, including or any implied warrantiesofficer, employee or agent of Seller, express or implied. The Sellers Seller hereby disclaim disclaims any such other or implied representations or warrantieswarranties (express or implied), notwithstanding the any delivery or disclosure of any documents or other information to the Buyer or Buyer, its officers, directors, employees, agents or representatives of or any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statements)person.

Appears in 2 contracts

Samples: Asset Sale and Purchase Agreement (Transtechnology Corp), Purchase Agreement (Transtechnology Corp)

Exclusivity of Representations. The representations and warranties made by each of Seller and the Sellers Company in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warranties. The Sellers Each of the Seller and the Company hereby disclaim disclaims any such other or implied representations or warranties, notwithstanding the prior delivery or disclosure to the Buyer Purchaser or its officers, directors, employees, agents or representatives Representatives of any documentation or other information (including any pro forma financial informationoffering memoranda, supplemental data or financial projections or other forward-looking statements).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Global Signal Inc)

Exclusivity of Representations. The representations and warranties made by the Sellers such Seller in this Agreement are in lieu of and are the exclusive of all other representations and warranties, including warranties made by such Seller. Such Seller hereby disclaims any implied warranties. The Sellers hereby disclaim any such other express or implied representations or warranties. Such Seller is not, notwithstanding the delivery directly or disclosure to the Buyer indirectly, making any representations or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro warranties regarding pro-forma financial information, supplemental data or financial projections or other forward-looking statements)statements of the Company or the Subsidiaries.

Appears in 1 contract

Samples: Purchase Agreement (Matthews International Corp)

Exclusivity of Representations. The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including without limitation any implied warranties. The Sellers hereby disclaim any such other or implied representations or and warranties, notwithstanding the delivery or disclosure to the Buyer or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statements).

Appears in 1 contract

Samples: Share Purchase Agreement (Chinadotcom Corp)

Exclusivity of Representations. The representations and warranties made by the Sellers Seller in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warrantieswarranties regarding the Company and the Business. The Sellers Seller hereby disclaim disclaims any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer or its their respective officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statementssupplemental data).

Appears in 1 contract

Samples: Purchase Agreement (Ascent Media CORP)

Exclusivity of Representations. The representations and warranties made by the Sellers Seller in this Agreement (including all exhibits and schedules), the Seller Transaction Agreements and any certificates issued by Seller at Closing, are in lieu of and are the exclusive of all other representations and warranties, including warranties made by Seller. Seller hereby disclaims any implied warranties. The Sellers hereby disclaim any such other express or implied representations or warrantieswarranties with respect to any matter whatsoever, notwithstanding the delivery including without limitation, any representation or disclosure to the Buyer or its officers, directors, employees, agents or representatives of any documentation or other information (including warranty regarding any pro forma financial information, supplemental data or financial projections or other forward-looking statements)statements relating to the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spirit AeroSystems Holdings, Inc.)

Exclusivity of Representations. The Other than as set forth in any other Transaction Document (including without limitation any Sublease), (a) the representations and warranties made by the Sellers Seller in this Agreement are in lieu of and are the exclusive of all other representations and warranties, including warranties made by the Seller and (b) the Seller hereby disclaims any implied warranties. The Sellers hereby disclaim any such other express or implied representations or warranties. The Seller is not, notwithstanding the delivery directly or disclosure to the Buyer indirectly, making any representations or its officers, directors, employees, agents or representatives of warranties regarding any documentation or other information (including any pro pro-forma financial information, supplemental data or financial projections or other forward-looking statements)statements of the Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sportsman's Warehouse Holdings, Inc.)

Exclusivity of Representations. The representations and warranties made by Shareholder and the Sellers Seller in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warranties. The Sellers Shareholder and the Seller hereby disclaim any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer or its officers, directors, employees, agents or representatives Representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or information related to future performance of the Business or other forward-looking statementssupplemental data).

Appears in 1 contract

Samples: Asset Purchase Agreement (Action Products International Inc)

Exclusivity of Representations. The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including without limitation any implied warranties. The Sellers hereby disclaim any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer Purchasers or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statementssupplemental data).. ARTICLE IV

Appears in 1 contract

Samples: Asset and Stock Purchase Agreement (Covance Inc)

AutoNDA by SimpleDocs

Exclusivity of Representations. The representations and warranties made by the Sellers such Seller in this Agreement are in lieu of and are the exclusive of all other representations and warranties, including warranties made by such Seller. Such Seller hereby disclaims any implied warranties. The Sellers hereby disclaim any such other express or implied representations or warranties. Such Seller is not, notwithstanding the delivery directly or disclosure to the Buyer indirectly, making any representations or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro warranties regarding pro-forma financial information, supplemental data information or financial projections of the Company or other forward-looking statements)any Company Subsidiary.

Appears in 1 contract

Samples: Stock Purchase Agreement (MBF Healthcare Acquisition Corp.)

Exclusivity of Representations. (a) The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including including, without limitation, any implied warranties. The Sellers hereby disclaim any such other or implied representations or warranties, . notwithstanding the delivery or disclosure to the Buyer Purchaser or its officers, directors, employees, agents agents, or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statementssupplemental data).

Appears in 1 contract

Samples: Asset Purchase Agreement (Showbiz Pizza Time Inc)

Exclusivity of Representations. The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warranties. The Sellers hereby disclaim any such other or implied representations or warranties, warranties notwithstanding the delivery or disclosure to the Buyer or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial informationthe Descriptive Memorandum, supplemental data or financial projections or other forward-looking statements).

Appears in 1 contract

Samples: Stock Purchase Agreement (SDL Inc)

Exclusivity of Representations. (a) The representations and warranties made by the Sellers Seller in this Agreement are in lieu of and are exclusive of all other representations and warranties, including without limitation any implied warrantieswarranties regarding the Going Concern. The Sellers Seller hereby disclaim disclaims - and expressly waives any right to enforce - any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer Purchaser or its respective officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statementssupplemental data).

Appears in 1 contract

Samples: Sale and Purchase Agreement (Balchem Corp)

Exclusivity of Representations. The representations and warranties made by the Sellers in this Agreement are in lieu of and are exclusive of all other representations and warranties, including any implied warranties. The Sellers hereby disclaim any such other or implied representations or warranties, notwithstanding the delivery or disclosure to the Buyer or its officers, directors, employees, agents or representatives of any documentation or other information (including any pro forma financial information, supplemental data or financial projections or other forward-looking statements).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Interstate Hotels & Resorts Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!