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 Parent in this Section 3, neither Parent nor any other Person makes any express or implied representation or warranty with respect to any Parent Entity or any of their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and Parent hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Parent in this Section 3, neither Parent nor any other Person makes or has made any representation or warranty to the Company, any of the Company Affiliates or any Representatives of the Company with respect to any financial projection, forecast, estimate, budget or prospective information relating to any of the Parent Entities or their respective businesses or operations. Notwithstanding anything contained in this Agreement to the contrary, nothing in this Section 3.27(a) shall limit the Company’s remedies in the event of Fraud by any Parent Entity or by any Representative of any Parent Entity.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tidewater Inc), Agreement and Plan of Merger (Gulfmark Offshore Inc)

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No Other Representations and Warranties; Disclaimer. (a) Except for the representations and warranties made by Parent the Company in this Section 32, neither Parent the Company nor any other Person makes any express or implied representation or warranty with respect to any Parent Company Entity or any of their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and Parent the Company hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Parent the Company in this Section 32, neither Parent the Company nor any other Person makes or has made any representation or warranty to the CompanyParent, any of the Company Parent Affiliates or any Representatives of the Company Parent with respect to any financial projection, forecast, estimate, budget or prospective information relating to any of the Parent Company Entities or their respective businesses or operations. Notwithstanding anything contained in this Agreement to the contrary, nothing in this Section 3.27(a2.27(a) shall limit the CompanyParent’s remedies in the event of Fraud by any Parent Company Entity or by any Representative of any Parent Company Entity.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tidewater Inc), Agreement and Plan of Merger (Gulfmark Offshore Inc)

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