Common use of Limitation of Representations Clause in Contracts

Limitation of Representations. Except for the representations and warranties contained in this Article 2, (a) neither Seller nor any other person has made any representation or warranty, express or implied, at law or in equity, on behalf of either of Seller or its representatives regarding the Website, the Purchased Assets or the Website business (or the value of any of them) or the transactions contemplated by this Agreement and (b) Seller hereby disclaims any such representation or warranty, notwithstanding the delivery or disclosure to Internet Brands, its representatives or any other person of any information, documentation or other materials. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS ARTICLE 2, THE PURCHASED ASSETS, THE ASSUMED LIABILITIES AND THE WEBSITE BUSINESS ARE TRANSFERRED “AS IS,” “WHERE IS” AND, SUBJECT TO THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE 2, WITH ALL FAULTS AND WITHOUT ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER, EXPRESS OR IMPLIED, ORAL OR WRITTEN, AND IN PARTICULAR, WITHOUT ANY IMPLIED WARRANTY OR REPRESENTATION AS TO CONDITION, VALUE, MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE OR WARRANTY REGARDING THE USE OF ANY OF THE PURCHASED ASSETS, OR THAT THEIR AVAILABILITY SHALL BE UNINTERRUPTED, THAT THEY SHALL BE ERROR FREE OR THAT CERTAIN RESULTS MAY BE OBTAINED FROM THEIR USE, OR THAT THE PURCHASED ASSETS SHALL CONFORM TO ANY DESCRIPTION THEREOF PROVIDED BY SELLER.

Appears in 1 contract

Sources: Asset Purchase Agreement (Lion Inc/Wa)

Limitation of Representations. Except for the representations and warranties contained in this Article 2III, (a) neither Seller of the FRE Parties nor any other person Person has made any representation or warranty, express or implied, at law or in equity, on behalf of either of Seller the FRE Parties or its representatives any of their respective Representatives regarding the WebsiteIgnition, the Purchased Assets or the Website business Business (or the value of any of them) or the transactions contemplated by this Agreement and (b) Seller each of the FRE Parties hereby disclaims any such representation or warranty, notwithstanding the delivery or disclosure to Internet BrandsPurchaser, its representatives Representatives or any other person Person of any information, documentation or other materials, including any projections, budgets or estimates. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS ARTICLE 2III, THE PURCHASED ASSETS, ASSETS AND THE ASSUMED LIABILITIES AND THE WEBSITE BUSINESS ARE TRANSFERRED "AS IS,” “" "WHERE IS" AND, SUBJECT TO THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE 2III, WITH ALL FAULTS AND WITHOUT ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER, EXPRESS OR IMPLIED, ORAL OR WRITTEN, AND IN PARTICULAR, WITHOUT ANY IMPLIED WARRANTY OR REPRESENTATION AS TO CONDITION, VALUE, MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE OR WARRANTY REGARDING THE USE OF ANY OF THE PURCHASED ASSETS, OR THAT THEIR AVAILABILITY SHALL WILL BE UNINTERRUPTED, THAT THEY SHALL WILL BE ERROR FREE OR THAT CERTAIN RESULTS MAY BE OBTAINED FROM THEIR USE, OR THAT THE PURCHASED ASSETS SHALL WILL CONFORM TO ANY DESCRIPTION THEREOF PROVIDED BY SELLEREITHER FRE PARTY.

Appears in 1 contract

Sources: Asset Purchase Agreement (Lion Inc/Wa)

Limitation of Representations. Except for the representations and warranties contained in this Article 211, (ai) neither Seller Sellers nor any other person has have made any representation or warranty, express or implied, at law or in equity, on behalf of either of Seller Sellers or its their representatives regarding the Website, the Purchased Assets or the Website business TRMS Business (or the value of any of them) or the transactions contemplated by this Agreement and (bii) Seller Sellers hereby disclaims disclaim any such representation or warranty, notwithstanding the delivery or disclosure to Internet BrandsBuyer, its representatives or any other person of any information, documentation or other materials. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS ARTICLE 211, THE PURCHASED ASSETS, THE ASSUMED LIABILITIES AND THE WEBSITE TRMS BUSINESS ARE TRANSFERRED “AS IS,” “WHERE IS” AND, SUBJECT TO THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE 211, WITH ALL FAULTS AND WITHOUT ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER, EXPRESS OR IMPLIED, ORAL OR WRITTEN, AND IN PARTICULAR, WITHOUT ANY IMPLIED WARRANTY OR REPRESENTATION AS TO CONDITION, VALUE, MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE OR WARRANTY REGARDING THE USE OF ANY OF THE PURCHASED ASSETS, OR THAT THEIR AVAILABILITY SHALL BE UNINTERRUPTED, THAT THEY SHALL BE ERROR FREE OR THAT CERTAIN RESULTS MAY BE OBTAINED FROM THEIR USE, OR THAT THE PURCHASED ASSETS SHALL CONFORM TO ANY DESCRIPTION THEREOF PROVIDED BY SELLERSELLERS.

Appears in 1 contract

Sources: Asset Purchase Agreement (Lion Inc/Wa)