Common use of No Additional Representations or Warranties Clause in Contracts

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III (as modified by the Company Disclosure Schedule), Purchaser hereby expressly disclaims and negates any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning the Sellers, the Company, their Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning the accuracy or completeness of any other information made available to Purchaser, its respective Affiliates or any of their respective Representatives by, or on behalf of, Purchaser, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined in this Agreement, Purchaser hereby acknowledges and agrees that none of the Sellers, the Company, nor any other Person on behalf of the Sellers or the Company has made or makes any representation or warranty, whether express or implied, concerning any projections, forecasts, estimates or budgets made available to Purchaser, its Affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaser, its respective Affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.

No Additional Representations or Warranties. Except The Company acknowledges that, except as otherwise expressly provided in Article III (as modified by 4 or in the Company Disclosure Schedule)other Transaction Agreements, Purchaser hereby expressly disclaims and negates none of Parent, Production Company, UnSub, any other Merger Sub, any Parent Stockholder or any of their respective Affiliates, nor any of their respective directors, officers, employees, stockholders, partners, members or Representatives has made, or is making, any express or implied representation or warranty of any nature whatsoever (whether at Law to the Company or in equity) concerning the Sellers, the Company, their Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality its Affiliates and no such party shall be liable in respect of the assets, liabilities, financial condition or results of operations, or concerning the accuracy or completeness of any other information made available provided to Purchaser, its respective Affiliates or any of their respective Representatives by, or on behalf of, Purchaser, and any such representations or warranties are expressly disclaimedthe Company. Without limiting the generality of the foregoing, except as expressly outlined in this Agreement, Purchaser hereby the Company acknowledges and agrees that none of the SellersParent, the Production Company, nor UnSub, any other Person on behalf of the Sellers or the Company has made or makes Merger Sub, any representation or warranty, whether express or implied, concerning any projections, forecasts, estimates or budgets made available to Purchaser, its Affiliates Parent Stockholder or any of their respective Affiliates, nor any of their respective directors, officers, employees, stockholders, partners, members or Representatives makes any representation or warranty with respect to (i) any projections, estimates or budgets delivered to or made available to the Company or its Affiliates or Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of Parent and its Subsidiaries or the Company future business and operations of Parent and its Subsidiaries or (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in ii) any other information or documents made available to Purchaser, the Company or its respective Affiliates or any of Representatives with respect to Parent and its Subsidiaries or their respective Representatives businesses or any other Person, and that operations (including as to the accuracy or completeness of any such representations information or warranties are documents), except as expressly disclaimedset forth in Article 4 or in the other Transaction Agreements.

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III IV (as modified by the Company Purchaser Disclosure Schedule), Purchaser the Company hereby expressly disclaims and negates any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning the SellersPurchaser, the Company, their its Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning the accuracy or completeness of any other information made available to Purchaserthe Company, its respective Affiliates affiliates or any of their respective Representatives by, or on behalf of, Purchaserthe Company, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined in this Agreement, Purchaser the Company hereby acknowledges and agrees that none of the Sellers, the Company, neither Purchaser nor any other Person on behalf of the Sellers or the Company Purchaser has made or makes any representation or warranty, whether express or implied, concerning any projections, forecasts, estimates or budgets made available to Purchaserthe Company, its Affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company Purchaser (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaserthe Company, its respective Affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III IV (as modified by the Company Parent Disclosure Schedule), Purchaser the Company hereby expressly disclaims and negates negates, any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning with respect to the Sellers, the CompanyParent Entities, their Affiliatesrespective affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning with respect to the accuracy or completeness of any other information made available to Purchaserthe Company, its respective Affiliates affiliates or any of their respective Representatives by, or on behalf of, Purchaserthe Company, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined set forth in this Agreement, Purchaser the Company hereby acknowledges and agrees that none of neither the Sellers, the Company, Parent Entities nor any other Person on behalf of the Sellers or the Company Parent Entities has made or makes makes, any representation or warranty, whether express or implied, concerning with respect to any projections, forecasts, estimates or budgets made available to Purchaserthe Company, its Affiliates affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company Parent Entities (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaserthe Company, its respective Affiliates affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.

No Additional Representations or Warranties. Except as otherwise expressly provided and specifically set forth in Article III this ‎Article 3, the other Transaction Agreements, or any certificate delivered pursuant to ‎Section 8.01(b)(iv) (as modified by collectively, the Company Disclosure Schedule“Seller Express Representations”), Purchaser hereby expressly disclaims none of Seller, any Company or any of their respective Related Parties has made, or is making and negates shall not be construed as having made or making, any other express or implied representation or warranty whatsoever (whether to Buyer or any of its Related Parties, at Law law or in equity) concerning the Sellers, the Company, their Affiliates, and each hereby expressly disclaims any matter relating such other representations or warranties (including as to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning the accuracy or completeness of any other information made available provided to Purchaser, its respective Affiliates Buyer or any of their respective Representatives by, or on behalf of, Purchaser, and any such representations or warranties are expressly disclaimedits Related Parties). Without limiting the generality of the foregoing, except as expressly outlined in this Agreement, Purchaser hereby acknowledges and agrees that none of the SellersSeller, the Company, nor any other Person on behalf of the Sellers or the Company has made or makes any representation or warranty, whether express or implied, concerning any projections, forecasts, estimates or budgets made available to Purchaser, its Affiliates or any of their respective Representatives Related Parties has made or is making and shall not be construed as having made or making, any express or implied representation or warranty of any nature and shall not be liable in respect of: (a) any projections, estimates or budgets delivered to or made available to or provided to Buyer or any of its Related Parties of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company (including Companies or any other Person or the reasonableness future business and operations of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaser, its respective Affiliates or any of their respective Representatives Companies or any other Person, and that except to the extent arising out of, attributable to or resulting from Fraud, or (b) any other information or documents made available to Buyer or its Related Parties whether orally or in writing (including in the “data room”, functional “break-out” discussions, responses to questions submitted on behalf of Buyer or its Related Parties or otherwise) with respect to the Companies or any other Person or their respective businesses or operations (including as to the accuracy or completeness of any such representations information or warranties are documents), except as expressly disclaimedset forth in the Seller Express Representations.

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III IV (as modified by the Company Purchaser Disclosure Schedule), Purchaser the Company hereby expressly disclaims and negates negates, any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning the Sellerswith respect to Purchaser, the Company, their its Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning with respect to the accuracy or completeness of any other information made available to Purchaserthe Company, its respective Affiliates affiliates or any of their respective Representatives by, or on behalf of, Purchaserthe Company, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined set forth in this Agreement, Purchaser the Company hereby acknowledges and agrees that none of the Sellers, the Company, neither Purchaser nor any other Person on behalf of the Sellers or the Company Purchaser has made or makes any representation or warranty, whether express or implied, concerning with respect to any projections, forecasts, estimates or budgets made available to Purchaserthe Company, its Affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company Purchaser (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaserthe Company, its respective Affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III (as modified by the Company Disclosure Schedule), Purchaser each of the Parent Entities hereby expressly disclaims and negates negates, any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning the Sellers, with respect to the Company, their Affiliatesits affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning with respect to the accuracy or completeness of any other information made available to Purchaserthe Parent Entities, its their respective Affiliates affiliates or any of their respective Representatives by, or on behalf of, Purchaserthe Parent Entities, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined set forth in this Agreement, Purchaser the Parent Entities hereby acknowledges acknowledge and agrees agree that none of neither the Sellers, the Company, Company nor any other Person on behalf of the Sellers or the Company has made or makes makes, any representation or warranty, whether express or implied, concerning with respect to any projections, forecasts, estimates or budgets made available to Purchaserthe Parent Entities, its Affiliates their respective affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaserthe Parent Entities, its their respective Affiliates affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.

No Additional Representations or Warranties. Except as otherwise expressly provided in Article III (as modified by the Company Disclosure Schedule), Purchaser hereby expressly disclaims and negates negates, any other express or implied representation or warranty whatsoever (whether at Law or in equity) concerning with respect to the Sellers, the Company, their Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or concerning with respect to the accuracy or completeness of any other information made available to Purchaser, its respective Affiliates or any of their respective Representatives by, or on behalf of, Purchaser, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly outlined set forth in this Agreement, Purchaser hereby acknowledges and agrees that none of the Sellers, the Company, Company nor any other Person on behalf of the Sellers or the Company has made or makes any representation or warranty, whether express or implied, concerning with respect to any projections, forecasts, estimates or budgets made available to Purchaser, its Affiliates or any of their respective Representatives of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company (including the reasonableness of the assumptions underlying any of the foregoing), whether or not included in any management presentation or in any other information made available to Purchaser, its respective Affiliates or any of their respective Representatives or any other Person, and that any such representations or warranties are expressly disclaimed.