No Additional Representations; Disclaimer. Buyer, on behalf of itself and all Buyer Parties, acknowledges and agrees that neither Seller nor any of its Affiliates or Representatives, nor any other Person acting on behalf of Seller nor any of its Affiliates or Representatives, has made any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding Seller or the Company or its Subsidiaries or their respective businesses, operations or assets, except as expressly set forth in Article 3 or Article 4 (as modified by the Company Disclosure Letter), respectively. Buyer further agrees that except to the extent provided in this Agreement, neither Seller nor any of its direct or indirect Affiliates or Representatives (or any of their respective directors, officers, employees, members, managers, partners, agents or otherwise), will have or be subject to any liability to Buyer or any other Person resulting from any information, document or material made available to, or used by, Buyer or its Affiliates or their respective Representatives, including information, documents or materials, provided in certain “data rooms” and online “data sites,” management presentations, management interviews, or any other form in expectation or anticipation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Talen Energy Supply, LLC), Purchase and Sale Agreement (Talen Energy Supply, LLC)
No Additional Representations; Disclaimer. Buyer, on behalf of itself and all Buyer Parties, acknowledges and agrees that neither Seller none of the Sellers, Blockers or the Company nor any of its their Affiliates or Representativesrepresentatives, nor any other Person acting on behalf of Seller nor the Sellers, Blockers or the Company or any of its their respective Affiliates or Representatives, representatives has made any (and Buyer and its Affiliates have not relied on any) representation or warranty, express or implied, as to the accuracy or completeness of any information regarding Seller or Blockers and the Company or its Subsidiaries or their respective businesses, operations businesses or assets, except as expressly set forth in Article 3 this Agreement or Article 4 (as modified and to the extent required by this Agreement to be set forth in the Company Disclosure Letter), respectively. Buyer further agrees that except to the extent provided in this Agreement, neither no Seller Party nor any of its their respective direct or indirect Affiliates or Representatives (or any of their respective directors, officers, employees, members, managers, partners, agents or otherwise), representatives will have or be subject to any liability to Buyer or any other Person resulting from the distribution to Buyer, or Buyer’s use of, any such information, and any information, document or material made available to, or used by, to Buyer or its Affiliates or their respective Representatives, including information, documents or materials, provided representatives in certain “data rooms” and online “data sites,” management presentations, management interviews, presentations or any other form in expectation or anticipation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Acquisition Agreement (Acadia Healthcare Company, Inc.)
No Additional Representations; Disclaimer. Buyer, on behalf of itself and all The Buyer Parties, acknowledges and agrees that neither none of the Company, any Seller nor or any of its Affiliates or Representativesother Equityholder Party, nor any other Person acting on behalf of the Company, any Seller nor or any of its Affiliates or Representatives, the Equityholder Parties has made any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding Seller or the Company or any of its Subsidiaries or their respective businesses, operations businesses or assets, except as expressly set forth in Article 3 this Agreement, as expressly set forth in any certificate delivered by the Company pursuant to Section 2B(iii) or Article 4 (as modified and to the extent required by this Agreement to be set forth in the Company Disclosure Letter), respectively. The Buyer further agrees that except to the extent provided in this Agreement, neither no Seller or other Equityholder Party nor any of its their respective direct or indirect Affiliates or Representatives (or any of their respective directors, officers, employees, members, managers, partners, agents or otherwise), Agents will have or be subject to any liability to the Buyer or any other Person resulting from the distribution to the Buyer, or the Buyer's use of, any such information and any information, document or material made available to, or used by, to the Buyer or its Affiliates or their respective Representativesagents in that certain Information Packet, including informationdated February, documents or materials2008, provided prepared by the Company and Credit Suisse Securities (USA) LLC, in certain “"data rooms” " and online “"data sites,” " management presentations, management interviews, presentations or any other form in expectation or anticipation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Honeywell International Inc)
No Additional Representations; Disclaimer. Buyer, on behalf of itself and all Buyer Parties, acknowledges and agrees that neither Seller nor any of its Affiliates or Representatives, nor any other Person acting on behalf of Seller nor any of its Affiliates or Representatives, has made any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding Seller or the Company or its Subsidiaries or their respective businesses, operations or assets, except as expressly set forth in Article 3 or Article 4 (as modified by the Company Disclosure Letter), respectively. Buyer further agrees that that, except to as expressly set forth in Article 3 or Article 4 (as modified by the extent provided in this AgreementCompany Disclosure Letter), neither Seller nor any of its direct or indirect Affiliates or Representatives (or any of their respective directors, officers, employees, members, stockholders, managers, partners, agents or otherwise), will have or be subject to any liability to Buyer or any other Person resulting from any information, document or material made available to, or used by, Buyer or its Affiliates or their respective Representatives, including information, documents or materials, provided in certain “data rooms” and online “data sites,” management presentations, management interviews, or any other form in expectation or anticipation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (New Jersey Resources Corp)