Common use of Reliance on Representations and Warranties of Buyer Clause in Contracts

Reliance on Representations and Warranties of Buyer. Sellers --------------------------------------------------- understand and acknowledge that the representations and warranties of Buyer contained in Article IV of this Agreement are the exclusive representations of Buyer with respect to the subject matter hereof and the transactions contemplated herein. With respect to the subject matter hereof and the transactions contemplated herein, each Seller represents and warrants that (i) no representation or warranty, express or implied, whether written or oral, as to the financial condition, results of operations, prospects, properties or business of Buyer or as to the desirability or value of an investment in Buyer has been made to such Seller by or on behalf of Buyer other than those set forth in Article IV hereof and the Stockholders Agreement, (ii) such Seller has relied upon such Seller's own independent appraisal and investigation, and the advice of such Seller's own counsel, tax advisors and other advisors, regarding the risks of an investment in Buyer, and (iii) such Purchaser will continue to bear sole responsibility for making his or her own independent evaluation and monitoring of the risks of its investment in Buyer. Sellers acknowledge and agree that all transactions contemplated herein between Sellers and Buyer, and any other stockholders of Buyer, are arms-length transactions and that there is no special relationship of trust, fiduciary relationship or other relationship between Sellers and Buyer or any other stockholders of Buyer except as expressly set forth herein or the documents executed in connection with the transactions contemplated hereby.

Appears in 2 contracts

Samples: Exchange Agreement (Ixl Enterprises Inc), Exchange Agreement (Ixl Enterprises Inc)

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Reliance on Representations and Warranties of Buyer. Sellers --------------------------------------------------- understand and acknowledge that the representations and warranties of Buyer contained in Article IV of this Agreement are the exclusive representations of Buyer with respect to the subject matter hereof and the transactions contemplated herein. With respect to the subject matter hereof and the transactions contemplated herein, each Seller represents and warrants that (i) no representation or warranty, express or implied, whether written or oral, as to the financial condition, results of operations, prospects, properties or business of Buyer or as to the desirability or value of an investment in Buyer has been made to such Seller by or on behalf of Buyer other than those set forth in Article IV hereof and the Stockholders Agreement, (ii) such Seller has relied upon such Seller's own independent appraisal and investigation, and the advice of such Seller's own counsel, tax advisors and other advisors, regarding the risks of an investment in Buyer, and (iii) such Purchaser Seller will continue to bear sole responsibility for making his or her own independent evaluation and monitoring of the risks of its investment in Buyer. Sellers acknowledge and agree that all transactions contemplated herein between Sellers and Buyer, and any other stockholders of Buyer, are arms-length transactions and that there is no special relationship of trust, fiduciary relationship or other relationship between Sellers and Buyer or any other stockholders of Buyer except as expressly set forth herein or the documents executed in connection with the transactions contemplated hereby.

Appears in 1 contract

Samples: Exchange Agreement (Ixl Enterprises Inc)

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Reliance on Representations and Warranties of Buyer. Sellers --------------------------------------------------- understand and acknowledge that the representations and warranties of Buyer contained in Article IV of this Agreement are the exclusive representations of Buyer with respect to the subject matter hereof and the transactions contemplated herein. With respect to the subject matter hereof and the transactions contemplated herein, each Seller represents and warrants that (i) no representation or warranty, express or implied, whether written or oral, as to the financial condition, prospects results of operations, prospects, properties or business of Buyer or as to the desirability or value of an investment in Buyer has been made to such Seller by or on behalf of Buyer other than those set forth in Article IV hereof and the Stockholders Agreement, (ii) such Seller has relied upon such Seller's own independent appraisal and investigation, and the advice of such Seller's own counsel, tax advisors and other advisors, regarding the risks of an investment in Buyer, and (iii) such Purchaser will continue to bear sole responsibility for making his or her own independent evaluation and monitoring of the risks of its investment in Buyer. Sellers acknowledge and agree that all transactions contemplated herein between Sellers and Buyer, and any other stockholders of Buyer, are arms-length transactions and that there is no special relationship of trust, fiduciary relationship or other relationship between Sellers and Buyer or any other stockholders of Buyer except as expressly set forth herein or the documents executed in connection with the transactions contemplated hereby.

Appears in 1 contract

Samples: Exchange Agreement (Ixl Enterprises Inc)

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