Common use of No Other Representations and Warranties; Disclaimer Clause in Contracts

No Other Representations and Warranties; Disclaimer. (a) Except for the representations and warranties made by Transatlantic in this Article IV, neither Transatlantic nor any other Person makes any express or implied representation or warranty with respect to Transatlantic or any of its Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and Transatlantic hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Transatlantic in this Article IV, neither Transatlantic nor any other Person makes or has made any representation or warranty to Alleghany, Merger Sub or any of their Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospective information relating to Transatlantic, any of its Subsidiaries or their respective businesses or operations or (ii) any oral or written information presented to Alleghany, Merger Sub or any of their Affiliates or Representatives in the course of their due diligence investigation of Transatlantic, the negotiation of this Agreement or in the course of the transactions contemplated hereby. (b) Notwithstanding anything contained in this Agreement to the contrary, Transatlantic acknowledges and agrees that neither Alleghany, Merger Sub, nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly given by Alleghany and Merger Sub in Article III hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding Alleghany or Merger Sub furnished or made available to Transatlantic or any of its Affiliates or Representatives. Without limiting the generality of the foregoing, Transatlantic acknowledges and agrees that no representations or warranties are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Transatlantic or any of its Affiliates or Representatives.

Appears in 2 contracts

Samples: Merger Agreement (Transatlantic Holdings Inc), Merger Agreement (Alleghany Corp /De)

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No Other Representations and Warranties; Disclaimer. (a) Except for the representations and warranties made by Transatlantic in this Article IV, neither Transatlantic nor any other Person makes any express or implied representation or warranty with respect to Transatlantic or any of its Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and Transatlantic hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Transatlantic in this Article IV, neither Transatlantic nor any other Person makes or has made any representation or warranty to AlleghanyAllied World, Merger Sub or any of their Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospective information relating to Transatlantic, any of its Subsidiaries or their respective businesses or operations or (ii) any oral or written information presented to AlleghanyAllied World, Merger Sub or any of their Affiliates or Representatives in the course of their due diligence investigation of Transatlantic, the negotiation of this Agreement or in the course of the transactions contemplated hereby. (b) Notwithstanding anything contained in this Agreement to the contrary, Transatlantic acknowledges and agrees that neither AlleghanyAllied World, Merger Sub, nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly given by Alleghany Allied World and Merger Sub in Article III hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding Alleghany Allied World or Merger Sub furnished or made available to Transatlantic or any of its Affiliates or Representatives. Without limiting the generality of the foregoing, Transatlantic acknowledges and agrees that no representations or warranties are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Transatlantic or any of its Affiliates or Representatives.

Appears in 1 contract

Samples: Merger Agreement (Allied World Assurance Co Holdings, AG)

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No Other Representations and Warranties; Disclaimer. (a) Except for the representations and warranties made by Transatlantic Allied World and Merger Sub in this Article IVIII, neither Transatlantic Allied World, Merger Sub nor any other Person makes any express or implied representation or warranty with respect to Transatlantic Allied World, Merger Sub or any of its their respective Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and Transatlantic Allied World and Merger Sub hereby disclaims disclaim any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Transatlantic Allied World and Merger Sub in this Article IVIII, neither Transatlantic Allied World, Merger Sub nor any other Person makes or has made any representation or warranty to Alleghany, Merger Sub Transatlantic or any of their its Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospective information relating to TransatlanticAllied World, Merger Sub, any of its their respective Subsidiaries or their respective businesses or operations operations, or (ii) any oral or written information presented to Alleghany, Merger Sub Transatlantic or any of their its Affiliates or Representatives in the course of their its due diligence investigation of TransatlanticAllied World and Merger Sub, the negotiation of this Agreement or in the course of the transactions contemplated hereby. (b) Notwithstanding anything contained in this Agreement to the contrary, Transatlantic acknowledges Allied World and agrees Merger Sub acknowledge and agree that neither Alleghany, Merger Sub, Transatlantic nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly given by Alleghany and Merger Sub Transatlantic in Article III IV hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding Alleghany or Merger Sub Transatlantic furnished or made available to Transatlantic Allied World, Merger Sub, or any of its their respective Affiliates or Representatives. Without limiting the generality of the foregoing, Transatlantic acknowledges Allied World and agrees Merger Sub acknowledge and agree that no representations or warranties are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Transatlantic Allied World, Merger Sub or any of its their respective Affiliates or Representatives.

Appears in 1 contract

Samples: Merger Agreement (Allied World Assurance Co Holdings, AG)

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