Nature of Representations. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and the other documents delivered at the Closing and not upon any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Nature of Representations. No representation or warranty made by Client in this Agreement, nor any document or information furnished or to be furnished by Client to the Consultant in connection with this Agreement, contains or will contain any untrue statement of material fact, or omits or will omit to state any material fact necessary to make the statements contained therein not misleading, or omits to state any material fact relevant to the transactions contemplated by this Agreement.
Nature of Representations. For purposes of this Agreement, the contents of all certificates, Schedules, and other items incorporated herein by reference shall, in addition to the representations and warranties made in this Agreement, constitute representations and warranties made in this Agreement by the Seller or the Buyer, as the case may be.
Nature of Representations. DCIV has taken reasonable care to ensure that all disclosures and facts are true and accurate, and that there are no other material facts, the omission of which would make misleading any statement herein. Further, to the best of DCIV's knowledge, no representation, warranty or agreement made by DCIV in this agreement or any of the Schedules or any other Exhibits hereto and no statement made in the Schedules or any such Exhibit, list, certificate or schedule or other instrument or disclosure furnished by them in connection with the transactions herein contemplated contains, or will contain, any untrue statement of a material fact necessary to make any statement, representation, warranty or agreement not misleading.
Nature of Representations. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and the other documents delivered at the Closing and not upon any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein. Notwithstanding any investigation conducted by any party hereto or any information any party may receive, all representations, warranties, covenants and agreements contained in this Agreement (or in any schedule, certificate, document or statement delivered pursuant hereto) shall survive only until the Closing.
Nature of Representations. No investigation by either of the Parties prior to or after the date hereof shall limit any right hereunder (including any right to indemnification pursuant to ARTICLE VIII) or be deemed to be a waiver of any such right and notwithstanding anything to the contrary herein, the rights and remedies of each of the Parties shall not be limited by the fact that such Party (i) had actual or constructive knowledge (other than knowledge of matters disclosed in the applicable Disclosure Letter) of any breach, event or circumstance, whether before or after the execution and delivery of this Agreement or the Closing, it being understood that information disclosed in the applicable Disclosure Letters, in accordance with ARTICLE VIII, shall be deemed to qualify, and to the extent so qualified, to avoid a breach of, such representation or warranty or (ii) waived (A) any breach of representation or warranty or compliance with any covenant or (B) any condition to the Closing set forth in ARTICLE VIII.
Nature of Representations. The parties intend that each representation, warranty, and covenant contained herein shall have independent significance. If any party has breached any representation, warranty, or covenant contained herein in any respect, the fact that there exists another representation, warranty, or covenant relating to the same subject matter (regardless of the relative levels of specificity) which the party has not breached shall not detract from or mitigate the fact that the party is in breach of the first representation, warranty, or covenant.
Nature of Representations. No representation, warranty or agreement made by SDC in this Agreement and no statement or disclosure furnished by Shareholder in connection with the transactions herein contemplated contains, or will contain, any untrue statement of a material fact necessary to make any statement, representation, warranty or agreement not misleading.
Nature of Representations. Seller and COMPANY have taken reasonable care to ensure that all disclosures and facts stated herein are true and accurate, and that there are no other material facts, the omission of which would make misleading any statement herein. Further, to the best of COMPANY's knowledge, no representation, warranty, or agreement made by COMPANY in this Agreement or any of the Schedules or any other Exhibits hereto and no statement made in the Schedules or any other Exhibits hereto, list, certificate or schedule or other instrument or disclosure furnished by them in connection with the transactions herein contemplated contain, or will contain, any untrue statement of a material fact necessary to make any statement, representation, warranty or agreement not misleading.
Nature of Representations. No representation, warranty or agreement made by HAIS in this Agreement and no statement or disclosure furnished by Shareholder in connection with the transactions herein contemplated contains, or will contain, any untrue statement of a material fact necessary to make any statement, representation, warranty or agreement not misleading.
