Common use of No Additional Representation or Warranties Clause in Contracts

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor none of the Company, any of its Subsidiaries or any of their respective Affiliatesaffiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives representatives, has made, or is making, any representation or warranty whatsoever to the Company Investor or its Affiliates affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Investor or its Affiliatesaffiliates. Without limiting the foregoing, the Company Investor acknowledges that the Company Investor and its advisors, advisors have made their own investigation of Acquiror, Merger Sub the Company and their respective its Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub the Company or any of their respective its Subsidiaries, or the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Company and their respective its Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquirorthe Company, Merger Sub any of its Subsidiaries or any of their Affiliates respective affiliates, or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as expressly provided in this Article VVI and Article VII, neither Acquiror nor Merger Sub nor none of Acquiror, any their respective of its Affiliates, nor or any of their respective directors, managers, officers, employees, stockholdersshareholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever to the Company Company, any Seller or its Affiliates respective Affiliates, and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Company, any Seller or its respective Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub Acquiror and their respective Subsidiaries each Acquisition Entity and, except as provided in this Article VAgreement, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub Acquiror or any of their respective SubsidiariesAcquiror Entity, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries Acquiror or any Acquiror Entity as conducted after the Share Exchange Closing, as contained in any materials provided by Acquiror, Merger Sub Acquiror or any of their its Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives Representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges Acquiror and Merger Sub acknowledge that the Company Acquiror and its Merger Sub and their respective advisors, have made their own investigation of Acquiror, Merger Sub the Company and their respective its Subsidiaries and, except as provided in this Article VIV, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective the Company and its Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Company and their respective its Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquirorthe Company, Merger Sub its Subsidiaries or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in and this Article VIV, neither Acquiror nor Merger Sub the Company nor any their respective of its Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Acquiror or its Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror or its Merger Sub or their Affiliates. Without limiting the foregoing, the The Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the equity or assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIV, neither Acquiror nor Merger Sub the Company nor any their respective of its Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Acquiror or its Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror or its Merger Sub or their Affiliates. Without limiting the foregoing, the Company acknowledges Acquiror and Merger Sub acknowledge that Acquiror, together with its advisors, has made its own investigation of the Company and its advisors, have made their own investigation of Acquiror, Merger Sub Subsidiaries and their respective Subsidiaries and, except as provided in this Article V, are is not relying on any implied warranties or upon any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Company and their respective its Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub the Company or any of their its Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise. For the purposes herein, any information provided to, or made available to, Acquiror or Merger Sub by the Company and its Subsidiaries shall include any and all information that may be contained or posted prior to 5:00 p.m. (New York Time) two Business Days prior to the execution of this Agreement in the electronic data room established by the Company or its representatives in connection with the transactions contemplated by this Agreement.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VV or in any Ancillary Agreement, neither Acquiror Acquiror, First Merger Sub nor Second Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, shareholders, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, First Merger Sub or Second Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, First Merger Sub or Second Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, First Merger Sub or Second Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, First Merger Sub or Second Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V5, Article 7 or as set forth in any Ancillary Agreement, neither Acquiror nor Merger Sub SPAC nor any their respective of its Affiliates, nor any of their respective its directors, managers, officers, employees, stockholdersdirect or indirect shareholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Company, Merger Sub 2, HoldCo or its their respective Affiliates and no such party Person shall be liable in respect of the accuracy or completeness of any information provided to the Company Company, Merger Sub 2, HoldCo or its their respective Affiliates. Without limiting the foregoing, the Company acknowledges that the Company Company, Merger Sub 2 and its HoldCo and their advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries SPAC and, except as provided in this Article V5, Article 7 or as set forth in any Ancillary Agreement, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub SPAC or any of their respective its Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries SPAC as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub SPAC or any of their its Affiliates or any of their respective its directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIV, neither Acquiror nor Merger Sub nor none of Inpixon, the Company, any of their respective Affiliates, nor or any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Acquiror or its Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror or its Merger Sub or their Affiliates. Without limiting the foregoing, the Company acknowledges Acquiror and Merger Sub acknowledge that the Company Acquiror and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries the Business Entities and, except as provided in this Article VIV, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub the Business Entities or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Business Entities and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub the Business Entities or any of their Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, advisors have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, advisors have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, managers, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VVI, neither Acquiror nor none of Acquiror, Merger Sub, Blocker Sub nor or the Blocker Merger Subs or any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub Sub, Blocker Sub, the Blocker Merger Subs and their respective Subsidiaries and, except as provided in this Article VVI, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub Sub, Blocker Sub, the Blocker Merger Subs or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub Sub, Blocker Sub, the Blocker Merger Subs and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub Sub, Blocker Sub, the Blocker Merger Subs or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, shareholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in and this Article VIII, neither Acquiror nor Merger Sub no Member nor any their respective of his, her or its Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to any member of the Company or its Affiliates Acquiror Group and no such party shall be liable in respect of the accuracy or completeness of any information provided to any member of the Company or its AffiliatesAcquiror Group. Without limiting the foregoing, the Company Each Member acknowledges that the Company he, she or it and its their respective advisors, have made their own investigation of Acquiror, Merger Sub the Purchasers, Obagi and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the equity or assets of Acquiror, Merger Sub the Purchasers, Obagi or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Purchasers, Obagi and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates the Purchasers, Obagi or any of their respective Affiliates, directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIV, neither Acquiror nor Merger Sub the Company nor any their respective of its Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Acquiror or its Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror or its Merger Sub or their Affiliates. Without limiting the foregoing, the The Company acknowledges that the Company and its advisors, advisors have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the equity or assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in Article III and this Article VIV, neither Acquiror nor Merger Sub the Company nor any their respective of its Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to Acquiror or the Company Purchasers or its their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or the Company Purchasers or its their Affiliates. Without limiting the foregoing, the The Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub the Purchasers and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the equity or assets of Acquiror, Merger Sub the Purchasers or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Purchasers and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub the Purchasers or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VV (or, in the case of Investor, in the Framework Agreement and the Investor Subscription Agreement), neither Acquiror nor Merger Sub Sub, nor Investor, nor any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub Sub, Investor and their respective Subsidiaries and, except as provided in this Article VV (or, in the case of Investor, in the Framework Agreement and the Investor Subscription Agreement), are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, or Investor or any of its Affiliates, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries Subsidiaries, or Investor and its Affiliates, as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates Affiliates, or Investor or its Affiliates, or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIII, neither Acquiror nor Merger Sub nor none of the BT Companies or any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives has made, or is making, any express or implied representation or warranty whatsoever to the Company PubCo or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company PubCo or its Affiliates. Without limiting the foregoing, the Company acknowledges BT Companies acknowledge that the Company and its BT Companies, together with their respective advisors, have made their own investigation of Acquiror, Merger Sub PubCo and their respective its Subsidiaries and, except as provided in this Article VIV, are is not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub PubCo or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub PubCo and their respective its Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub PubCo or any of their its Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor none of the Purchaser, Merger Sub nor Sub, any their respective Affiliates, nor or any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company Target Companies or its their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Target Companies or its their Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its Target Companies or their advisors, have made their own investigation of Acquiror, the Purchaser and Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, the Purchaser and Merger Sub or any of their respective SubsidiariesSub, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, the Purchaser and Merger Sub and their respective Subsidiaries as conducted after the Closing, or as contained in any materials provided by Acquiror, the Purchaser or Merger Sub or any of their respective Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror Parent nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of AcquirorParent, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of AcquirorParent, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of AcquirorParent, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by AcquirorParent, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. (a) Except as provided expressly set forth in this Article V, neither Acquiror nor Merger Sub nor (i) none of the Company, any their respective Affiliates, nor Related Person of the Company or any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives other Person has made, or is making, or has been authorized to make any representation or warranty whatsoever to Acquiror, Merger Sub, any Acquiror Insider or any Related Person of any of the foregoing and (ii) neither the Company or its Affiliates and no such party nor any Related Person of the Company shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror, Merger Sub, any Acquiror Insider or its Affiliates. Without limiting any Related Person of any of the foregoing, the Company acknowledges that the . (b) The Company and its advisors, Representatives have made their own investigation of Acquiror, Acquiror and Merger Sub and their respective Subsidiaries and, except as provided in this Article VVI, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Acquiror or Merger Sub or any of their respective SubsidiariesSub, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Acquiror or Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives Related Persons or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, advisors have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIII, neither Acquiror nor Merger Sub the Company, its Subsidiaries, nor any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever to the Company Acquiror, Merger Sub or its Affiliates their Affiliates, and except as provided in Article III, no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company Acquiror, Merger Sub or its their respective Affiliates. Without limiting the foregoing, the Company acknowledges Acquiror and Merger Sub acknowledge that the Company Acquiror and its Merger Sub, together with their respective advisors, have made their own investigation of Acquiror, Merger Sub the Company and their respective its Subsidiaries and, except as provided in this Article VIII, are is not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub the Company or any of their respective its Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub the Company and their respective its Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub the Company or any of their its Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives Representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Parent and Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates acknowledge and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges agree that the Company (a) Parent and its advisors, advisors have made their own investigation of Acquirorthe Company, (b) except for the representations and warranties of the Company set forth in Article 4, Parent and Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiariesthe Company, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries the Company as conducted after the Closing, as contained in Closing or the accuracy or completeness of any materials information provided by Acquiror, to Parent or Merger Sub or by the Company, any of their Affiliates its Affiliates, or any of their respective directors, managers, officers, employees, shareholdersequityholders, partners, members members, managers or representatives and (c) the representations and warranties of the Company set forth in Article 4 constitute the sole and exclusive representations and warranties of the Company and all other representations and warranties of any kind or otherwisenature, whether oral or written, whether consisting of statements (or omissions) or information, whether direct or indirect and whether expressed or implied, of the Company, any of its Affiliates, or any of their respective directors, managers, officers, employees, equityholders, partners, members, managers or representatives regarding the Company are hereby expressly disclaimed by Xxxxxx and Merger Sub.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, shareholders, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article VIV or in the case of intentional fraud, neither Acquiror nor Acquiror, Merger Sub Sub, nor any of their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholdersequityholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever to the Company, its Subsidiaries or holders of Company Capital Stock and except as provided in Article IV or its Affiliates and in the case of intentional fraud, no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company, its Subsidiaries or holders of Company Capital Stock or its their respective Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and Company, together with its advisors, have made their own investigation of Acquiror, Acquiror and Merger Sub and their respective Subsidiaries and, except as provided in this Article VIV or in the case of intentional fraud, are is not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Acquiror or Merger Sub or any of their respective SubsidiariesSub, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Acquiror or Merger Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Acquiror or Merger Sub or any of their respective Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives Representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Affiliates other than as set forth in this Article V. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Acquiror and Merger Sub and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Acquiror and Merger Sub or any of their respective SubsidiariesSub, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Acquiror and Xxxxxx Sub and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub or any of their Affiliates or any of their respective directors, officers, employees, shareholdersstockholders, partners, members or representatives or otherwise.

No Additional Representation or Warranties. Except as provided in this Article V, neither Acquiror nor any Merger Sub nor any their respective Affiliates, nor any of their respective directors, managers, officers, employees, stockholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to the Company or its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to the Company or its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and its advisors, have made their own investigation of Acquiror, Merger Sub Subs and their respective Subsidiaries and, except as provided in this Article V, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of Acquiror, Merger Sub Subs or any of their respective Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of Acquiror, Merger Sub Subs and their respective Subsidiaries as conducted after the Closing, as contained in any materials provided by Acquiror, Merger Sub Subs or any of their Affiliates or any of their respective directors, officers, employees, shareholders, partners, members or representatives or otherwise.