Guarantees of the Sellers. Subject to such facts, circumstances, exceptions, qualifications and limitations set out in this Agreement or in the Annexes hereto, each of the Sellers represents and warrants to the Purchaser by way of an independent guarantee (selbständiges Garantieversprechen) within the meaning of Section 311 para. 1 BGB, that the statements set forth in Sections 2.1 and 2.2 (the "Fundamental Guarantees") and the statements set forth in Sections 2.3 through 2.19 (the "Operational Guarantees", together with the Fundamental Guarantees the "Guarantees"”, and each a "Guarantee") below are true and correct as of the date hereof and, if explicitly stated, as of the Closing Date. The Guarantees shall not be qualified and construed as quality guarantees concerning the object of the purchase or agreements as to the quality within the meaning of Sections 443, 444 and 434 para. 1 BGB (Beschaffenheitsgarantien oder Beschaffenheitsvereinbarungen). Purchaser undertakes the purchase based upon its own decision, inspection and assessment without reliance upon any express or implied representations, warranties or guarantees of any nature made by the Sellers, except for the guarantees expressly provided by the Sellers under this Agreement.
Guarantees of the Sellers
