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

No Other Representations and Warranties; Disclaimers. (a) Except for the representations and warranties made by Parent and Merger Sub in this Article IV, none of Parent, Merger Sub or any other Person makes any express or implied representation or warranty with respect to Parent, Merger Sub or any of their respective Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and each of Parent and Merger Sub hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Parent and Merger Sub in this Article IV, none of Parent, Merger Sub or any other Person makes or has made any representation or warranty to the Company or any of their Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospect information relating to Parent, Merger Sub, any of their respective Subsidiaries or their respective businesses or operations or (ii) any oral or written information furnished or made available to the Company or any of their Affiliates or Representatives in the course of their due diligence investigation of Parent and Merger Sub, the negotiation of the Transaction Agreements or in the course of the consummation of the Transactions. (b) Notwithstanding anything contained in this Agreement to the contrary, each of Parent and Merger Sub acknowledges and agrees that neither the Company nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly made by the Company in Article III hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding the Company furnished or made available to Parent, Merger Sub or any of their respective Affiliates or Representatives. Without limiting the generality of the foregoing, each of Parent and Merger Sub acknowledges and agrees that no representations or warranties other than in Article III are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Parent, Merger Sub or any of their respective Affiliates or Representatives.

No Other Representations and Warranties; Disclaimers. (a) Except for the representations and warranties made by Parent and Merger Sub in this Article ARTICLE IV, none of Parent, Merger Sub or any other Person makes any express or implied representation or warranty with respect to Parent, Merger Sub or any of their respective Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and each of Parent and Merger Sub hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Parent and Merger Sub in this Article ARTICLE IV, none of Parent, Merger Sub or any other Person makes or has made any representation or warranty to the Company or any of their Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospect information relating to Parent, Merger Sub, any of their respective Subsidiaries or their respective businesses or operations or (ii) any oral or written information furnished or made available to the Company or any of their Affiliates or Representatives in the course of their due diligence investigation of Parent and Merger Sub, the negotiation of the Transaction Agreements or in the course of the consummation of the Transactions. (b) (b) Notwithstanding anything contained in this Agreement to the contrary, each of Parent and Merger Sub acknowledges and agrees that neither the Company nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly made by the Company in Article ARTICLE III hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding the Company furnished or made available to Parent, Merger Sub or any of their respective Affiliates or Representatives. Without limiting the generality of the foregoing, each of Parent and Merger Sub acknowledges and agrees that no representations or warranties other than in Article ARTICLE III are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Parent, Merger Sub or any of their respective Affiliates or Representatives.

No Other Representations and Warranties; Disclaimers. (a) Except for the representations and warranties made by Parent and Merger Sub the Purchaser Entities in this Article IV, none of Parent, Merger Sub the Purchaser Entities or any other Person makes any express or implied representation or warranty with respect to Parent, Merger Sub the Purchaser Entities or any of their respective Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and each of Parent and Merger Sub Purchaser Entity hereby disclaims any such other representations or warranties. In particular, without limiting the foregoing disclaimer, except for the representations and warranties made by Parent and Merger Sub the Purchaser Entities in this Article IV, none of Parent, Merger Sub the Purchaser Entities or any other Person makes or has made any representation or warranty to the Company or any of their its Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospect information relating to Parent, Merger Subthe Purchaser Entities, any of their respective Subsidiaries or their respective businesses or operations or (ii) any oral or written information furnished or made available to the Company or any of their its Affiliates or Representatives in the course of their due diligence investigation of Parent and Merger Subthe Purchaser Entities, the negotiation of the Transaction Agreements or in the course of the consummation of the Transactions. (b) Notwithstanding anything contained in this Agreement to the contrary, each of Parent and Merger Sub the Purchaser Entities acknowledges and agrees that neither the Company nor any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly made by the Company in Article II and the Sellers in Article III hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding the Company furnished or made available to Parent, Merger Sub the Purchaser Entities or any of their respective Affiliates or Representatives. Without limiting the generality of the foregoing, each of Parent and Merger Sub the Purchaser Entities acknowledges and agrees that no representations or warranties other than in Article II and Article III are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Parent, Merger Sub any Purchaser Entity or any of their respective its Affiliates or Representatives.

No Other Representations and Warranties; Disclaimers. (a) Except for the representations and warranties made by Parent and Merger Sub the Company in this Article IVARTICLE III, none of Parent, Merger Sub or neither the Company nor any other Person makes any express or implied representation or warranty with respect to Parent, Merger Sub the Company or any of their respective its Subsidiaries or their respective businesses, operations, assets, liabilities, condition (financial or otherwise) or prospects, and each of Parent and Merger Sub 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 and Merger Sub the Company in this Article IVARTICLE III, none of Parent, Merger Sub or neither the Company nor any other Person makes or has made any representation or warranty to the Company Parent, Merger Sub or any of their Affiliates or Representatives with respect to (i) any financial projection, forecast, estimate, budget or prospect information relating to Parent, Merger Subthe Company, any of their respective its Subsidiaries or their respective businesses or operations or (ii) any oral or written information furnished or made available to the Company Parent, Merger Sub or any of their Affiliates or Representatives in the course of their due diligence investigation of Parent and Merger Subthe Company, the negotiation of the Transaction Agreements or in the course of the consummation of the Transactions. (b) Notwithstanding anything contained in this Agreement to the contrary, each of Parent and Merger Sub the Company acknowledges and agrees that neither the Company nor none of Parent, Merger Sub or any other Person has made or is making any representations or warranties whatsoever, express or implied, beyond those expressly made by the Company Parent and Merger Sub in Article III ARTICLE IV hereof, including any implied representation or warranty as to the accuracy or completeness of any information regarding the Company Parent and Merger Sub and any of their respective Subsidiaries furnished or made available to Parentthe Company, Merger Sub or any of their respective its Affiliates or Representatives. Without limiting the generality of the foregoing, each of Parent and Merger Sub the Company acknowledges and agrees that no representations or warranties other than in Article III are made with respect to any projections, forecasts, estimates, budgets or prospect information that may have been made available to Parent, Merger Sub the Company or any of their respective its Affiliates or Representatives.