NO REPRESENTATIONS OR WARRANTIES BY SELLER. Section 5.01.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. Except as expressly set forth in this Agreement, Seller has not made any warranty or representation, express or implied, written or oral, concerning the Property.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. Buyer acknowledges ------------------------------------------- and agrees that Seller has not made, does not make and specifically negates and disclaims any representations, warranties, promises, covenants, agreements or guaranties of any kind or character whatsoever, whether express or implied, oral or written, past, present or future, of, as to, concerning or with respect to:
(a) the value, nature, quality or condition of the Assigned Rents and the advisability of Buyer purchasing the Assigned Rents; (b) the profitability of purchasing the Assigned Rents; (c) Buyer affirms that it has not relied on Seller's skill or judgment to decide whether and under what conditions to purchase the Assigned Rents and further affirms that Seller has made no warranty that the purchase is appropriate or that the purchase will be economically viable; (d) the value, use, or quality of the Assigned Rents; Buyer further acknowledges: (e) no person acting on behalf of Seller is authorized to make, and by execution of this Agreement Buyer acknowledges that no person has made, any representation, agreement, statement, warranty, guaranty or promise regarding the purchase to be made by Buyer or any transaction contemplated herein; and no such representation, warranty, agreement, guaranty, statement or promise if any, made by any person acting on behalf of Seller shall be valid or binding upon Seller unless expressly set forth herein; (f) it has been given the opportunity to inspect all aspects of Assigned Rents, including without limitation, all financial aspects of Assigned Rents and is relying solely on its own investigation of Assigned Rents and not on any information provided or to be provided by Seller. The provisions of this section 2.5 shall survive the closing or any termination of this Agreement.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. BUYER SPECIFICALLY ACKNOWLEDGES AND AGREES THAT SELLER IS SELLING AND BUYER IS PURCHASING THE PREMISES ON AN "AS IS WITH ALL FAULTS" BASIS, AND THAT, EXCEPT AS SET FORTH IN XXXXXXXXX 0, XXXXX, BUYER IS NOT RELYING ON ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, FROM SELLER, ITS MEMBERS, MANAGERS, EMPLOYEES, OFFICERS, AGENTS, CONSULTANTS, CONTRACTORS, SUBCONTRACTORS OR BROKERS (COLLECTIVELY, "SELLER'S RELATED PARTIES") AS TO ANY MATTERS CONCERNING THE PREMISES, INCLUDING, WITHOUT LIMITATION, ANY INFORMATION CONTAINED IN ANY REPORT, PLAN, SPECIFICATION, STUDY, ANALYSIS, DOCUMENT, OR OTHER WRITTEN MATERIAL GIVEN BY OR ON BEHALF OF SELLER TO BUYER WITH RESPECT TO THE PREMISES. IN ENTERING INTO THIS AGREEMENT AND PURCHASING THE PREMISES, BUYER HEREBY ACKNOWLEDGES THAT, EXCEPT AS SET FORTH IN PARAGRAPH 8, BELOW, SELLER AND SELLER'S RELATED PARTIES HAVE NOT MADE, DO NOT HEREBY MAKE, AND WILL NOT HEREAFTER BE DEEMED TO HAVE MADE ANY REPRESENTATIONS OR WARRANTIES OR GUARANTEES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES OR THE PHYSICAL CONDITION THEREOF OR THE SUITABILITY THEREOF FOR ANY PARTICULAR PURPOSE. Without in any way limiting the generality of the immediately preceding paragraph, Buyer hereby acknowledges that it has received the Reports; that the Reports have been provided to Buyer for informational purposes only; that Seller has no obligation whatsoever pursuant to this Agreement to update or supplement the Reports; and that Seller does not represent, warrant or guarantee the contents, conclusions or opinions contained in the Reports.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. The parties acknowledge that the Buyer, and not the Seller or Liberation, have generated the Schedule 1.1 list of Assets from the data in the Seller’s data bank stored on Liberation’s server and elsewhere, including but not limited to copyright information, creditor lists, websites, copyrights, trademarks, registration marks, patents, advertising and marketing graphics and materials, logos, deals by library titles and distribution agreements, DVD inventory reports, film elements and materials in storage, rights and terms of each Liberation library title, rights termination correspondence, files on all library titles, and miscellaneous furniture, fixtures and office equipment. It is expressly acknowledged and agreed that, except as may otherwise be provided herein, neither Liberation nor the Seller shall make any representation(s) or warranty(ies) whatsoever regarding the content and completeness of the Schedule 1.1 listing of Assets, including, without limitation, any representation or warranty that (a) Liberation and/or the Seller has or had at any time any ownership interest whatsoever in any particular item of the Assets; and (b) any of the Assets are, or might become, subject to claims and/or liens by third parties.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. Seller makes no warranties or representations as to whether or not:
(a) Any parties are in possession of the Property;
(b) Any leases affect the Property;
(c) Any leases are or will be in force;
(d) Anyone has a right of possession;
(e) Any rent concessions were given to any tenant or other occupant;
(f) Any agreements were made with any tenants or other occupants;
(g) Any notices were provided to any tenant or other occupant;
(h) Any rent charged violates any applicable rent control ordinance, statute, or law;
(i) Any violations of any applicable ordinance, statute or law exist; and
(j) Seller or any tenant is in default under any lease.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. Seller makes no warranties or representations as to whether:
a) Any parties have a right to redeem the property; and
b) Any parties will, or will not, redeem the Property prior to the expiration of all rights of redemption.
NO REPRESENTATIONS OR WARRANTIES BY SELLER. ACCEPTANCE OF PROPERTY ----------------------
NO REPRESENTATIONS OR WARRANTIES BY SELLER. Seller makes no representation or warranty with respect to the truth, accuracy, completeness, integrity or source of the Confidential Information including, but not limited to, any representation or warranty as to the appropriateness or sufficiency of the Confidential Information with respect to Rule 3-14 of Regulation S-X.
NO REPRESENTATIONS OR WARRANTIES BY SELLER
