Common use of No Additional Representations and Warranties Clause in Contracts

No Additional Representations and Warranties. Except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), neither Sellers nor any of their respective Affiliates (including the Company Entities), nor any of their respective directors, officers, employees, stockholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities (including any representation or warranty relating to financial condition, results of operation, assets or liabilities of the Company Entities) to Purchasers or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives, and Sellers, on behalf of themselves and their Affiliates (including the Company Entities), hereby disclaim any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), all liability and responsibility for all Projections, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers or any of Purchasers’ Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives other than the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule).

Appears in 1 contract

Sources: Purchase and Sale Agreement (Clearway Energy, Inc.)

No Additional Representations and Warranties. Except for the express representations and warranties provided in this Article III and this Article IV (as modified or the certificate delivered by the Company Disclosure ScheduleSeller pursuant to Section 7.3(d), neither Sellers Seller nor any of their respective its Affiliates (including the Company EntitiesGroup), nor any of its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities (including any representation or warranty relating Seller to financial condition, results of operation, assets or liabilities of the Company Entities) to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives, and SellersSeller, on behalf of themselves itself and their its Affiliates (including the Company EntitiesGroup), hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), all liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Buyer or any of Purchasers’ Buyer’s Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives other than the express representations and warranties provided in this Article III and this Article IV (as modified or the certificate delivered by the Company Disclosure ScheduleSeller pursuant to Section 7.3(d).

Appears in 1 contract

Sources: Purchase and Sale Agreement (Delek Logistics Partners, LP)

No Additional Representations and Warranties. Except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule)IV, neither Sellers Seller nor any of their respective its Affiliates (including the Company Entities), nor any of its or their respective directors, officers, employees, stockholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers Seller or any of the Company Entities (including any representation or warranty relating to financial condition, results of operation, assets or liabilities of the Company Entities) to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives, and SellersSeller, on behalf of themselves itself and their its Affiliates (including the Company Entities), hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule)IV, all liability Liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Buyer or any of Purchasers’ Buyer’s Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives other than the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule)IV.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Consolidated Edison Inc)

No Additional Representations and Warranties. Except in the event of Fraud and for the express representations and warranties provided in Article III and this Article IV (as modified III, Article IV, any Transaction Document to which Seller is or will at the Closing be a party, or any certificate delivered by the Company Disclosure Schedule)Seller pursuant to this Agreement or any Transaction Document, neither Sellers Seller nor any other member of their respective Affiliates the Seller Group (including the Company EntitiesCompany), nor any of its or their respective Affiliates, directors, officers, employees, stockholdersequityholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities (including including, but not limited to, any representation or warranty relating to financial condition, results of operationoperations, assets or liabilities of the Company EntitiesCompany) to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives, and SellersSeller, on behalf of themselves itself and their Affiliates the other members of the Seller Group (including the Company Entities)Company) and their Affiliates, except in the event of Fraud, hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), all liability Liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Buyer or any of Purchasers’ Buyer’s Affiliates or Representatives, including omissions therefrom, and no such party shall be liable liable, except in the event of Fraud, in respect of the accuracy or completeness of any information provided to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives other than the express representations and warranties provided in Article III and this Article IV (as modified III, Article IV, any Transaction Document to which Seller is or will at the Closing be a party, or any certificate delivered by the Company Disclosure Schedule)Seller pursuant to this Agreement or any Transaction Document.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Targa Resources Corp.)

No Additional Representations and Warranties. Except for the express representations and warranties provided set forth in Article III Section 4, Parent and this Article IV (as modified by Merger Sub hereby acknowledge that neither the Company Disclosure Schedule), neither Sellers nor any of their respective Affiliates (including the Company Entities)its stockholders, nor any of their respective directors, officers, employees, stockholdersaffiliates, partnersadvisors, members agents or representatives, nor any other Representatives Person, has made, made or is making, making any other express or implied representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating with respect to Sellers or any of the Company Entities (including any representation or warranty relating to financial condition, results of operation, assets or liabilities of its Business. Neither the Company Entities) to Purchasers or nor any of its Affiliates or its or their respective stockholders, directors, officers, employees, stockholdersaffiliates, partnersadvisors, members agents or other Representativesrepresentatives, and Sellerswill have or be subject to any Liability or indemnification obligation to Parent or Merger Sub resulting from the delivery, on behalf of themselves and their Affiliates (including the Company Entities), hereby disclaim any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), all liability and responsibility for all Projections, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers dissemination or any of Purchasers’ Affiliates or Representativesother distribution to Parent, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers or any of its Affiliates or its Merger Sub or their respective stockholders, directors, officers, employees, affiliates or representatives, or the use by Parent, Merger Sub or their respective stockholders, partnersdirectors, members officers, employees, affiliates or representatives of any information, documents, estimates, projections, forecasts or other Representatives forward-looking information, business plans or other than material provided or made available to Parent, Merger Sub or their respective stockholders, directors, officers, employees, affiliates or representatives, including in certain “data rooms,” confidential information memoranda or management presentations in anticipation or contemplation of any of the express representations and warranties provided transactions contemplated by this Agreement, except in Article III and each case as set forth in this Article IV (as modified by the Company Disclosure Schedule)Agreement.

Appears in 1 contract

Sources: Merger Agreement (Petmed Express Inc)

No Additional Representations and Warranties. Except for the express representations and warranties provided in Article III and III, this Article IV or the certificate delivered by Seller pursuant to Section 7.3(d) (in each case, as modified qualified by the Company Seller Disclosure Schedule), neither Sellers Seller nor any of their respective its Affiliates (including the Company EntitiesGroup), nor any of its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities Group (including including, but not limited to, any representation or warranty relating to financial condition, results of operationoperations, assets or liabilities of the Company EntitiesGroup) to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives, and SellersSeller, on behalf of themselves itself and their its Affiliates (including the Company EntitiesGroup), hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule), all liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Buyer or any of Purchasers’ Buyer’s Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholdersequityholders, partners, members or other Representatives other than the express representations and warranties provided in Article III and this Article IV or the certificate delivered by Seller pursuant to Section 7.3(d) (in each case, as modified qualified by the Company Seller Disclosure Schedule).

Appears in 1 contract

Sources: Purchase and Sale Agreement (Delek Logistics Partners, LP)

No Additional Representations and Warranties. Except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule)V, neither Sellers Buyer nor any of their respective Affiliates (including the Company Entities)its Affiliates, nor any of its or their respective directors, officers, employees, stockholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities whatsoever (including any representation or warranty relating to financial condition, results of operation, assets or liabilities of Buyer), oral or written, express or implied, relating to Buyer or its Affiliates to Seller, the Company Entities) to Purchasers Entities or any of its their respective Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives, and SellersBuyer, on behalf of themselves itself and their Affiliates (including the Company Entities)its Affiliates, hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule)V, all liability Liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Seller, the Company Entities or any of Purchasers’ their respective Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers Seller, the Company Entities or any of its their respective Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives other than the express representations and warranties provided in Article III and this Article IV (as modified by the Company Disclosure Schedule).V.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Consolidated Edison Inc)

No Additional Representations and Warranties. Except for the express representations and warranties provided in this Article III and this Article IV (as modified by the Company Disclosure Schedule)IV, neither Sellers Seller nor any of their respective its Affiliates (including the Company Entities), nor any of its or their respective directors, officers, employees, stockholders, partners, members or other Representatives has made, or is making, any representation or warranty of any kind or nature whatsoever, oral or written, express or implied, relating to Sellers or any of the Company Entities (including any representation or warranty relating to financial condition, results of operationoperations, assets or liabilities of the Company Entities) to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives, and SellersSeller, on behalf of themselves itself and their its Affiliates (including the Company Entities), hereby disclaim disclaims any such other representations or warranties and, except for the express representations and warranties provided in this Article III and this Article IV (as modified by the Company Disclosure Schedule)IV, all liability Liability and responsibility for all Projectionsprojections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Purchasers Buyer or any of Purchasers’ Buyer’s Affiliates or Representatives, including omissions therefrom, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Purchasers Buyer or any of its Affiliates or its or their respective directors, officers, employees, stockholders, partners, members or other Representatives other than the express representations and warranties provided in this Article III and this Article IV (as modified by the Company Disclosure Schedule)IV.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Consolidated Edison Inc)