Common use of Waiver of Other Representations Clause in Contracts

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP OR ANY OF THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED INTERESTS, THE SALTVILLE COMPANIES, THEIR ASSETS OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP MAKES ANY REPRESENTATION OR WARRANTY TO SPECTRA MLP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIES. (b) The representations and warranties contained in Section 4.11 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement (Spectra Energy Partners, LP), Contribution Agreement (Spectra Energy Partners, LP)

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Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP PBF ENERGY OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED SUBJECT INTERESTS, THE SALTVILLE COMPANIESDELAWARE LOGISTICS ASSETS, THEIR ASSETS THE BUSINESS OR THE TRANSFERRED COMPANIES OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP PBF ENERGY MAKES ANY NO REPRESENTATION OR WARRANTY TO SPECTRA MLP THE PARTNERSHIP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE DELAWARE LOGISTICS ASSETS, THE BUSINESS OR THE TRANSFERRED COMPANIES. (b) The representations and warranties contained in Section 4.11 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement (PBF Logistics LP), Contribution Agreement (PBF Holding Co LLC)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP PBF ENERGY OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED SUBJECT INTERESTS, THE SALTVILLE COMPANIESTOLEDO TANK FARM ASSETS, THEIR ASSETS THE BUSINESS OR TOLEDO TERMINALING OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP CONTRIBUTOR MAKES ANY NO REPRESENTATION OR WARRANTY TO SPECTRA MLP THE PARTNERSHIP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIESTOLEDO TANK FARM ASSETS, THE BUSINESS OR TOLEDO TERMINALING. (b) The representations and warranties contained in Section 4.11 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement (PBF Logistics LP), Contribution Agreement (PBF Holding Co LLC)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP SELLERS OR ANY OF THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED PURCHASED INTERESTS, THE SALTVILLE COMPANIES, THEIR ASSETS ASSETS, OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP MAKES ANY SELLERS MAKE NO REPRESENTATION OR WARRANTY TO SPECTRA MLP BUYER WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIES. (b) The representations and warranties contained in Section 4.11 4.10 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources, Inc.)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSIONTHE COMPANY, MLP GP THE ESOP, PURCHASER OR ANY OF THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, NON-INFRINGEMENT, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED INTERESTSSHARES, THE SALTVILLE COMPANIESCOMPANY, ITS SUBSIDIARY OR THEIR RESPECTIVE ASSETS OR BUSINESSES OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND, IN PARTICULAR, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP MAKES ANY THE COMPANY AND THE ESOP MAKE NO REPRESENTATION OR WARRANTY TO SPECTRA MLP PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIESCOMPANY, ITS SUBSIDIARY OR THEIR RESPECTIVE ASSETS OR BUSINESSES. (b) The representations and warranties contained in Section 4.11 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Global Defense Technology & Systems, Inc.), Stock Purchase Agreement (Global Defense Technology & Systems, Inc.)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP PBF ENERGY OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED SUBJECT INTERESTS, THE SALTVILLE COMPANIESASSETS, THEIR ASSETS THE BUSINESS OR TORRANCE PIPELINE OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP PBF ENERGY MAKES ANY NO REPRESENTATION OR WARRANTY TO SPECTRA MLP THE PARTNERSHIP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIESASSETS, THE BUSINESS OR TORRANCE PIPELINE. (b) The representations and warranties contained in Section 4.11 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 2 contracts

Samples: Contribution Agreement, Contribution Agreement (PBF Holding Co LLC)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED INTERESTS, THE SALTVILLE COMPANIESBUSINESS, WEUS OR M&NE US OR THEIR RESPECTIVE ASSETS OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP MAKES ANY NO REPRESENTATION OR WARRANTY TO SPECTRA MLP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO WEUS, M&NE US OR THE SALTVILLE COMPANIESBUSINESS. (b) The representations and warranties contained in Section 4.11 4.13 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 2 contracts

Samples: Contribution Agreement, Contribution Agreement (Spectra Energy Partners, LP)

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Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSIONSOUTHEAST PIPELINE, MLP GP OR ANY OF THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED INTERESTS, THE SALTVILLE COMPANIESBUSINESS, THEIR GULFSTREAM, ITS ASSETS OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION SOUTHEAST PIPELINE NOR MLP GP MAKES ANY REPRESENTATION OR WARRANTY TO SPECTRA MLP WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO GULFSTREAM OR THE SALTVILLE COMPANIESBUSINESS. (b) The representations and warranties contained in Section 4.11 4.9 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 1 contract

Samples: Contribution Agreement (Spectra Energy Partners, LP)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP SELLER OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED INTERESTS, THE SALTVILLE COMPANIES, THEIR PURCHASED ASSETS OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP SELLER MAKES ANY NO REPRESENTATION OR WARRANTY TO SPECTRA MLP BUYER WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIESPURCHASED ASSETS. (b) The representations and warranties contained in Section 4.11 3.10 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spectra Energy Partners, LP)

Waiver of Other Representations. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS THE EXPLICIT INTENT OF EACH PARTY HERETO, AND THE PARTIES HEREBY AGREE, THAT NONE OF SE TRANSMISSION, MLP GP SELLER OR ANY OF THEIR RESPECTIVE ITS AFFILIATES OR REPRESENTATIVES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE CONDITION, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE CONTRIBUTED PURCHASED INTERESTS, THE SALTVILLE COMPANIESCOMPANY, THEIR ASSETS THE COMPANY’S OR THE JOINT VENTURE’S ASSETS, OR ANY PART THEREOF, EXCEPT THOSE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, NEITHER SE TRANSMISSION NOR MLP GP MAKES ANY SELLER MAKE NO REPRESENTATION OR WARRANTY TO SPECTRA MLP BUYER WITH RESPECT TO ANY FINANCIAL PROJECTIONS OR FORECASTS RELATING TO THE SALTVILLE COMPANIESCOMPANY. (b) The representations and warranties contained in Section 4.11 4.10 shall be the exclusive representations and warranties with regard to Environmental Laws and related matters.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Targa Resources Partners LP)

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