Common use of No Implied Representations and Warranties Clause in Contracts

No Implied Representations and Warranties. Each Party acknowledges and agrees that, other than the representations and warranties specifically contained in this Agreement, there are no representations or warranties of either Party or any other Person either expressed or implied with respect to the Products or the Sale Transaction or the other transactions contemplated hereby. Without limiting the foregoing, Ligand acknowledges and agrees that (a) Ligand and its Affiliates, together with its and its Affiliates’ representatives, have made their own investigation of the Products, the Intellectual Property related to the Products and the Regulatory Approvals and are not relying on any implied warranties or upon any other representation or warranty whatsoever, including any representation or warranty as to the future amount or potential value of the Products or Net Sales Proceeds, the amount of any payments by the Company hereunder or as to the creditworthiness of the Company and (b) except as expressly set forth in any representation or warranty in this Agreement, Ligand shall have no claim or right to indemnification by the Company pursuant to Section 7.04 (or otherwise) with respect to any information, documents or materials furnished by the Company or Seller or any of their respective representatives to Ligand, any of its Affiliates, or any of its or its Affiliates’ representatives, including any information, documents or material made available to Ligand, its Affiliates or any of its and its Affiliates’ representatives in any data room, presentation, management presentation, interview or any other form relating to the transactions contemplated hereby. SECTION 7.06.

No Implied Representations and Warranties. Each Party acknowledges and agrees that, other than the representations and warranties specifically contained in this Agreement, there are no representations or warranties of either Party or any other Person either expressed or implied with respect to the Products Assigned Interests or the Sale Transaction or the other transactions contemplated hereby. Without limiting the foregoing, Ligand Purchaser acknowledges and agrees that (a) Ligand Purchaser and its Affiliates, together with its and its Affiliates’ representatives, have made their own investigation of the Products, the Intellectual Property related to the Products and the Regulatory Approvals and are not relying on any implied warranties or upon any other representation or warranty whatsoever, including any representation or warranty whatsoever as to the future amount or potential value amount of the Products or Net Sales Proceeds, the amount of any payments by the Company hereunder Assigned Interests or as to the creditworthiness of the Company and (b) except as expressly set forth in any representation or warranty in this the Agreement, Ligand Purchaser shall have no claim or right to indemnification by the Company pursuant to Section 7.04 (or otherwise) with respect to any information, documents or materials furnished by the Company or Seller or any of their respective representatives to LigandPurchaser, any of its Affiliates, or any of its or its Affiliates’ representatives, including any information, documents or material made available to LigandPurchaser, its Affiliates or any of its and its Affiliates’ representatives in any data room, presentation, management presentation, interview or any other form relating to the transactions contemplated hereby. SECTION 7.06.

No Implied Representations and Warranties. Each Party party acknowledges and agrees that, other than the representations and warranties specifically contained in this Agreementany of the Transaction Documents, there are no representations or warranties of either Party party or any other Person either expressed or implied with respect to the Products Assigned Interests or the Sale Transaction or the other transactions contemplated hereby. Without limiting the foregoing, Ligand Purchaser acknowledges and agrees that (a) Ligand Purchaser and its Affiliates, together with its and its Affiliates’ representatives, have made their own investigation of the Products, Product and the Intellectual Property related to the Products and the Regulatory Approvals and are not relying on any implied warranties or upon any other representation or warranty whatsoever, including any representation or warranty whatsoever as to the future amount or potential value amount of the Products or Net Sales Proceeds, the amount of any payments by the Company hereunder Assigned Interests or as to the creditworthiness of the Company and (b) except as expressly set forth in any representation or warranty in this Agreementa Transaction Document, Ligand Purchaser shall have no claim or right to indemnification by the Company pursuant to Section 7.04 7.05 (or otherwise) with respect to any information, documents or materials furnished by the Company or Seller or any of their respective representatives to LigandPurchaser, any of its Affiliates, or any of its or its Affiliates’ representatives, including any information, documents or material made available to Ligand, Purchaser and its Affiliates or any of its and its Affiliates’ representatives in any data room, presentation, management presentation, interview or any other form relating to the transactions contemplated hereby. SECTION 7.06.46 Section 7.07

No Implied Representations and Warranties. Each Party acknowledges and agrees that, other than the representations and warranties specifically contained in this Agreement, there are no representations or warranties of either Party or any other Person either expressed or implied with respect to the Products or the Sale Transaction or the other transactions contemplated hereby. Without limiting the foregoing, Ligand acknowledges and agrees that (a) Ligand and its Affiliates, together with its and its Affiliates’ representatives, have made their own investigation of the Products, the Intellectual Property related to the Products and the Regulatory Approvals and are not relying on any implied warranties or upon any other representation or warranty whatsoever, including any representation or warranty as to the future amount or potential value of the Products or Net Sales Proceeds, the amount of any payments by the Company hereunder or as to the creditworthiness of the Company and (b) except as expressly set forth in any representation or warranty in this Agreement, Ligand shall have no claim or right to indemnification by the Company pursuant to Section 7.04 (or otherwise) with respect to any information, documents or materials furnished by the Company or Seller or any of their respective representatives to Ligand, any of its Affiliates, or any of its or its Affiliates’ representatives, including any information, documents or material made available to Ligand, its Affiliates or any of its and its Affiliates’ representatives in any data room, presentation, management presentation, interview or any other form relating to the transactions contemplated hereby. SECTION 7.06.

No Implied Representations and Warranties. Each Party party acknowledges and agrees that, other than the representations and warranties specifically contained in this Agreementany of the Transaction Documents, there are no representations or warranties of either Party party or any other Person either expressed or implied with respect to the Products Assigned Interests or the Sale Transaction or the other transactions contemplated hereby. Without limiting the foregoing, Ligand Purchaser acknowledges and agrees that (a) Ligand Purchaser and its Affiliates, together with its and its Affiliates’ representatives, have made their own investigation of the Products, Product and the Intellectual Property related Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Products and Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Regulatory Approvals Securities Exchange Act of 1934, as amended. Property and are not relying on any implied warranties or upon any other representation or warranty whatsoever, including any representation or warranty whatsoever as to the future amount or potential value amount of the Products or Net Sales Proceeds, the amount of any payments by the Company hereunder Assigned Interests or as to the creditworthiness of the Company and (b) except as expressly set forth in any representation or warranty in this Agreementa Transaction Document, Ligand Purchaser shall have no claim or right to indemnification by the Company pursuant to Section 7.04 7.05 (or otherwise) with respect to any information, documents or materials furnished by the Company or Seller or any of their respective representatives to LigandPurchaser, any of its Affiliates, or any of its or its Affiliates’ representatives, including any information, documents or material made available to Ligand, Purchaser and its Affiliates or any of its and its Affiliates’ representatives in any data room, presentation, management presentation, interview or any other form relating to the transactions contemplated hereby. SECTION 7.06.