Common use of INVESTIGATION; ACKNOWLEDGMENT Clause in Contracts

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, and technology of the Business and the Acquired Assets and acknowledges that Buyer has been provided access to the personnel and facilities of Sellers and Verizon and a "data room" set up for the purpose of the transaction contemplated by this Agreement. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, any of their Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the Sellers, the Business, the Acquired Assets or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Business by Buyer after the Closing in any manner other than as used and operated by Sellers or (c) the probable success or profitability of the ownership, use or operation of the Business or the Acquired Assets by Buyer after the Closing except for those representations and warranties set forth in this Agreement. Neither Seller nor any other Person shall have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary dated April, 2001 prepared by Verizon related to the Business and any information, document or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of Sellers, responses to questions submitted on behalf of Buyer, whether orally or in writing, or in any other form in expectation of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in a representation or warranty made by Sellers in Section 4.1 hereof.

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, and technology of the Business and the Acquired Assets and acknowledges that Buyer has been provided access to the personnel and facilities of Sellers Seller and Verizon and a "data room" set up for the purpose of the transaction contemplated by this Agreement. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, any of their its Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the SellersSeller, the Business, the Acquired Assets or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers Seller or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Business by Buyer after the Closing in any manner other than as used and operated by Sellers Seller or (c) the probable success or profitability of the ownership, use or operation of the Business or the Acquired Assets by Buyer after the Closing except for those representations and warranties set forth in this Agreement. Neither Seller nor any other Person shall have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary dated April, 2001 prepared by Verizon related to the Business and any information, document or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of SellersSeller, responses to questions submitted on behalf of Buyer, whether orally or in writing, or in any other form in expectation of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in a representation or warranty made by Sellers Seller in Section 4.1 hereof.

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, technology and technology prospects of the Business and the Acquired Assets Company and acknowledges that Buyer has been provided adequate access to the personnel personnel, properties, premises and facilities of Sellers and Verizon and a "data room" set up for the purpose records of the transaction contemplated by this AgreementCompany for such purpose. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, any of their its Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the SellersCompany Stock, the BusinessCompany prior to or after the date hereof, the Acquired Assets Business or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers Seller or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Acquired Business by Buyer after the Closing in any manner other than as used and operated conducted by Sellers the Company on or prior to the date hereof, or (c) the probable success or profitability of the ownership, use or operation of the Business Company or the Acquired Assets Business by Buyer after the Closing except for those representations and warranties set forth in this AgreementClosing. Neither Seller nor any other Person shall will have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary dated AprilMay 11, 2001 prepared by Verizon 2004 related to the Acquired Business and any information, document or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of Sellersfunctional "break-out" discussions, responses to questions submitted on behalf of Buyer, whether orally or in writing, documents provided after the date hereof pursuant to Article 4, or in any other form in expectation or furtherance of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in a representation or warranty made by Sellers in Section 4.1 hereof.

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, technology and technology prospects of the Business Acquired Entities (other than Newco) and the Acquired Assets ACS Defense and acknowledges that Buyer has been provided reasonable access to the personnel personnel, properties, premises and facilities of Sellers and Verizon and a "data room" set up for the purpose records of the transaction contemplated by this AgreementAcquired Entities (other than Newco) and ACS Defense for such review and analysis. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, Seller nor any of their its Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the Sellers, the BusinessStock, the Acquired Assets Entities, ACS Defense, the Business or assets of the Acquired Entities or ACS Defense or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers Seller or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Business by Buyer after the Closing in any manner other than as used and operated by Sellers Seller or (c) the probable success or profitability of the ownership, use or operation of the Business or assets of the Acquired Assets Entities or ACS Defense by Buyer after the Closing except for those Closing. Without limiting the representations and warranties set forth contained in this Agreement. Neither , Buyer is not relying on and neither Seller nor any other Person shall will have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary dated April, 2001 prepared by Verizon related to the Business and any information, document projections, documents or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of Sellers"break-out" discussions, responses to questions submitted on behalf of Buyer, whether orally or in writing, or in any other form in expectation or furtherance of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in a representation or warranty made by Sellers in Section 4.1 hereof.

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, technology and technology prospects of the Business Company and the Acquired Assets its Subsidiaries and acknowledges that Buyer has been provided reasonable access to the personnel personnel, properties, premises and facilities of Sellers and Verizon and a "data room" set up for the purpose records of the transaction contemplated by this AgreementCompany and its Subsidiaries for such review and analysis. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, Sellers nor any of their Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the SellersStock, the BusinessCompany or any of its Subsidiaries, the Acquired Assets Business or assets of the Company or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Business by Buyer after the Closing in any manner other than as used and operated by Sellers or (c) the probable success or profitability of the ownership, use or operation of the Business or assets of the Acquired Assets Company by Buyer after the Closing except for those representations and warranties set forth in this AgreementClosing. Neither Seller Sellers nor any other Person shall will have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary Memorandum dated April, March 2001 prepared by Verizon Morxxx Xxaxxxx Xxxx STOCK PURCHASE AGREEMENT 23 29 Witxxx & Co., related to the Business and any information, document projections, documents or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of Sellers"break-out" discussions, responses to questions submitted on behalf of Buyer, whether orally or in writing, or in any other form in expectation or furtherance of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in that a representation or warranty in this Agreement specifically addresses Contracts and Leases set forth on Schedules 3.1(e) and 3.1(f)(1) or title reports describing Permitted Encumbrances, that were made by Sellers available to Buyer in Section 4.1 hereofthe "data rooms."

INVESTIGATION; ACKNOWLEDGMENT. Buyer has conducted a review and analysis of the business, operations, assets, liabilities, results of operations, financial condition, software, technology and technology prospects of the Business Company and the Acquired Assets its Subsidiaries and acknowledges that Buyer has been provided adequate access to the personnel personnel, properties, premises and facilities of Sellers and Verizon and a "data room" set up for the purpose records of the transaction contemplated by this AgreementCompany and its Subsidiaries for such purpose. Except for the representations and warranties contained in this Agreement, Buyer acknowledges that neither Seller, any of their its Affiliates nor any other Person makes any other express or implied representation or warranty with respect to the SellersStock, the BusinessCompany or any of its Subsidiaries, the Acquired Assets Business or otherwise or with respect to any other information provided to Buyer, whether on behalf of Sellers Seller or such other Persons, including as to (a) merchantability or fitness for any particular use or purpose, (b) the operation of the Business by Buyer after the Closing in any manner other than as used and operated by Sellers Seller or (c) the probable success or profitability of the ownership, use or operation of the Business or the Acquired Assets by Buyer after the Closing except for those representations and warranties set forth in this AgreementClosing. Neither Seller nor any other Person shall will have or be subject to any liability or indemnification obligation to Buyer or any other Person resulting from the distribution to Buyer, or Buyer's use of, any such information, including the Confidential Information Summary Offering Memorandum dated April, 2001 January 1999 prepared by Verizon Bear, Steaxxx & Xo. Inc. related to the Business and any information, document or material made available to Buyer in certain "data rooms," management presentations, conference calls or discussions with employees of Sellersfunctional "break-out" discussions, responses to questions submitted on behalf of Buyer, whether orally or in writing, or in any other form in expectation of the transactions contemplated by this Agreement, except to the extent any such data or information is expressly contained in a representation or warranty made by Sellers in Section 4.1 hereof.