Common use of Acts of Purchaser Clause in Contracts

Acts of Purchaser. 6.1 No claim shall lie against the Seller under or in relation to the Warranties to the extent that such claim is attributable to: (A) any voluntary act, omission, transaction, or arrangement carried out at the written request of or with the written consent of the Purchaser or of a member of the Purchaser’s Group before, at or after Completion or under the terms of this Agreement or any other agreement contemplated by it; (B) any voluntary act, omission, transaction, or arrangement carried out by the Purchaser or by a member of the Purchaser’s Group on or after Completion which is outside the ordinary course of business of the relevant member of the Purchaser’s Group and/or which the relevant member of the Purchaser’s Group knew, or ought reasonably to have known (after reasonable enquiry), would, or was reasonably likely to, result in a claim; or (C) any admission of liability made in breach of the provisions of this Schedule after the date hereof by the Purchaser or on its behalf or by persons deriving title from the Purchaser or by a member of the Purchaser’s Group on or after Completion. 6.2 The Seller shall not be liable for any breach of any Warranty which would not have arisen but for any reorganisation (including a cessation of the whole or part of any trade) or change in ownership of any member of the Purchaser’s Group or of any assets of any such member after Completion or change in any accounting basis on which any member of the Purchaser’s Group values its assets or any accounting basis, method, policy or practice of any member of the Purchaser’s Group which is different from that adopted or used in the preparation of the Completion Current Asset Statement.