Common use of Disclaimer of Representations and Warranties Clause in Contracts

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 8 contracts

Sources: Terms of Service Agreement, Terms of Service Agreement, Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF THIS SITE A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER THE OWNER PARTICIPANT NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND NEITHER THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, ANY WARRANTY OR REPRESENTATION EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participant, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 8 contracts

Sources: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE CITI SERVICES, ON THE ONE HAND, AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK THE BANCO DE CHILE SERVICES, ON THE OTHER HAND (INCLUDING IN EACH CASE ANY SOFTWARE OR DOCUMENTATION RELATED THERETO AND THAT THIS SITE CONTENT PROVIDED THEREFROM), ARE PROVIDED "AS IS", "AS AVAILABLE" AND ",” WITH ALL FAULTS", AND THE ENTIRE RISK AS TO THE SATISFACTORY QUALITY, PERFORMANCE, AND ACCURACY THEREOF SHALL BE WITH THE RECIPIENT OF THE SERVICES. COMPANYEXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND THE OPERATING AGREEMENTS, EACH PARTY ON BEHALF OF ITSELF AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, THIRD PARTY VENDORS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEESEMPLOYEES AND AGENTS EXPRESSLY DISCLAIMS AND MAKES NO REPRESENTATION OR WARRANTY, AGENTSEXPRESS, DISCLAIM ALL WARRANTIES, IMPLIED OR STATUTORY, EXPRESS WITH RESPECT TO ANY CITI SERVICE OR IMPLIEDTHE CITI DOCUMENTATION OR CONTENT, INCLUDINGOR THE BANCO DE CHILE SERVICES OR THE BANCO DE CHILE DOCUMENTATION OR CONTENT, BUT NOT LIMITED TOAS THE CASE MAY BE (INCLUDING THE INFORMATION PROVIDED THEREFROM), ANY IMPLIED WITH RESPECT TO THE SERVICES TO BE PROVIDED UNDER THIS AGREEMENT, INCLUDING WARRANTIES OF TITLE, WITH RESPECT TO MERCHANTABILITY, OR SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE PURPOSE, TITLE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT NON INFRINGEMENT OF ANY SITES LINKED (THROUGH HYPERLINKSSOFTWARE OR HARDWARE PROVIDED HEREUNDER AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, BANNER ADVERTISING COURSE OF PERFORMANCE OR OTHERWISE) TRADE USAGE. NOTHING IN THIS AGREEMENT IS INTENDED TO THIS SITE, AND/LIMIT ANY RIGHTS OR (III) REMEDIES OF EITHER PARTY UNDER THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteOPERATING AGREEMENTS.

Appears in 6 contracts

Sources: Master Services Agreement (Bank of Chile), Master Services Agreement (Bank of Chile), Master Services Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE METLIFE (ON BEHALF OF ITSELF AND AGREE THAT YOUR USE EACH OTHER MEMBER OF THE METLIFE GROUP) AND THE COMPANY (ON BEHALF OF ITSELF AND EACH OTHER MEMBER OF THE COMPANY GROUP) UNDERSTANDS AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN, IN ANY TRANSACTION DOCUMENT OR IN ANY CORPORATE REORGANIZATION AGREEMENT, NO PARTY TO THIS SITE SHALL AGREEMENT, ANY TRANSACTION DOCUMENT, ANY CORPORATE REORGANIZATION AGREEMENT OR ANY OTHER AGREEMENT OR DOCUMENT CONTEMPLATED BY THIS AGREEMENT, IS REPRESENTING OR WARRANTING OR HAS MADE ANY REPRESENTATION OR WARRANTY IN ANY WAY AS TO THE ASSETS, BUSINESSES OR LIABILITIES TRANSFERRED OR ASSUMED AS CONTEMPLATED HEREBY OR THEREBY, AS TO ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION HEREWITH OR THEREWITH, AS TO THE VALUE OF OR FREEDOM FROM ANY SECURITY INTERESTS OF, OR ANY OTHER MATTER CONCERNING, ANY ASSETS, BUSINESSES OR LIABILITIES OF SUCH PARTY, OR AS TO THE ABSENCE OF ANY DEFENSES OR RIGHT OF SETOFF OR FREEDOM FROM COUNTERCLAIM WITH RESPECT TO ANY CLAIM OR OTHER ASSET, INCLUDING ANY ACCOUNTS RECEIVABLE, OF ANY PARTY, OR AS TO THE LEGAL SUFFICIENCY OF ANY ASSIGNMENT, DOCUMENT OR INSTRUMENT DELIVERED HEREUNDER OR THEREUNDER TO CONVEY TITLE TO ANY ASSET OR THING OF VALUE UPON THE EXECUTION, DELIVERY AND FILING HEREOF OR THEREOF. EXCEPT AS MAY EXPRESSLY BE AT YOUR OWN RISK AND THAT THIS SITE SET FORTH HEREIN, IN ANY TRANSACTION DOCUMENT OR ANY CORPORATE REORGANIZATION AGREEMENT, ALL SUCH ASSETS ARE PROVIDED "BEING OR HAVE BEEN TRANSFERRED ON AN “AS IS", "AS AVAILABLE" WHERE IS” BASIS (AND, IN THE CASE OF ANY REAL PROPERTY, BY MEANS OF A QUITCLAIM OR SIMILAR FORM DEED OR CONVEYANCE) AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE THE RESPECTIVE TRANSFEREES SHALL BEAR THE ECONOMIC AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT LEGAL RISKS THAT (I) ANY CONVEYANCE SHALL PROVE TO BE INSUFFICIENT TO VEST IN THE ACCURACYTRANSFEREE GOOD TITLE, COMPLETENESSFREE AND CLEAR OF ANY SECURITY INTEREST, OR CONTENT OF THIS SITE, AND (II) THE ACCURACY, COMPLETENESS, ANY NECESSARY CONSENTS OR CONTENT GOVERNMENTAL APPROVALS ARE NOT OBTAINED OR THAT ANY REQUIREMENTS OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING LAWS OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD JUDGMENTS ARE NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteCOMPLIED WITH.

Appears in 3 contracts

Sources: Master Separation Agreement, Master Separation Agreement (Metlife Inc), Master Separation Agreement (Brighthouse Financial, Inc.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS MAY EXPRESSLY BE SET FORTH HEREIN OR IN ANY OTHER TRANSACTION AGREEMENT, (A) NONE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYTHE PARTIES HERETO OR ANY OTHER PERSON MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO ANY OF THE TRANSACTIONS (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE BUSINESS, BUT NOT LIMITED TOASSETS, CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ASSETS, BUSINESSES OR LIABILITIES OF TWE, TWIC, HOLDCO, THE COMPANY OR THE AOLTW BROADBAND GROUP; (B) ALL OF THE ASSETS TO BE RETAINED OR TRANSFERRED OR THE LIABILITIES TO BE RETAINED, ASSUMED OR TRANSFERRED IN ACCORDANCE WITH THE TRANSACTION AGREEMENTS SHALL BE TRANSFERRED OR ASSUMED ON AN "AS IS, WHERE IS BASIS," AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR SPECIFIC PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESOR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IC) NONE OF THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE PARTIES HERETO OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE TRANSACTIONS OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICEENTERING INTO OF THE TRANSACTION AGREEMENTS. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY NOTWITHSTANDING ANYTHING TO THE FULLEST CONTRARY HEREIN, THE AT&T PARTIES ARE NOT DISCLAIMING ANY RIGHTS IT MAY HAVE IN ITS CAPACITY AS A SHAREHOLDER OF AOLTW COMMON STOCK, TO THE SAME EXTENT PERMITTED AS IF THE SHARES RECEIVED HEREUNDER WERE INSTEAD PURCHASED ON THE OPEN MARKET, UNDER APPLICABLE SECURITIES LAWS, INCLUDING SECTION 10(b) OF THE 1934 ACT AND RULE 10b-5 PROMULGATED THEREUNDER DURING THE PERIOD BEGINNING ON THE CLOSING AND ENDING ON THE 90TH DAY FOLLOWING THE CONTINUED EFFECTIVENESS OF THE SHELF REGISTRATION STATEMENT CONTEMPLATED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTHE AOLTW REGISTRATION RIGHTS AGREEMENT AND AOLTW EXPRESSLY ACKNOWLEDGES THAT THE AT&T PARTIES SHALL BE ENTITLED TO ANY RIGHTS AND REMEDIES PROVIDED BY SUCH SECTION 10(b) OF THE 1934 ACT AND SUCH RULE AS IF THE AT&T PARTIES HAD SO PURCHASED SUCH SHARES ON THE OPEN MARKET PROVIDED THAT THE AT&T PARTIES ASSERT SUCH RIGHT OR REMEDY ON OR BEFORE SUCH 90TH DAY.

Appears in 2 contracts

Sources: Restructuring Agreement (At&t Corp), Restructuring Agreement (American Television & Communications Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EACH LICENSOR (ON BEHALF OF ITSELF AND AGREE THAT YOUR USE EACH OF ITS CONTROLLED GROUP AFFILIATES) AND LICENSEE (ON BEHALF OF ITSELF AND EACH OF ITS CONTROLLED GROUP AFFILIATES) UNDERSTANDS AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN, NO PARTY TO THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AGREEMENT OR OTHERWISE, IS: (X) REPRESENTING OR WARRANTING TO ANY OTHER PARTY IN ANY WAY AS IS"TO (I) THE RIGHTS OR ASSETS LICENSED AS CONTEMPLATED HEREBY; (II) ANY APPROVALS OR NOTIFICATIONS REQUIRED IN CONNECTION HEREWITH OR THEREWITH; (III) THE VALUE OR FREEDOM FROM ANY SECURITY INTERESTS OF, "AS AVAILABLE" AND "OR ANY OTHER MATTER CONCERNING, ANY ASSETS OF SUCH PARTY; OR (IV) THE ABSENCE OR PRESENCE OF ANY DEFENSES TO OR RIGHT OF SETOFF AGAINST OR FREEDOM FROM COUNTERCLAIM WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL RESPECT TO ANY PROCEEDING OR OTHER ASSET OF EITHER PARTY; OR (Y) MAKING ANY OTHER REPRESENTATIONS OR GRANTING ANY WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDINGEITHER IN FACT OR BY OPERATION OF LAW, BUT NOT LIMITED TOBY STATUTE OR OTHERWISE. EACH PARTY SPECIFICALLY DISCLAIMS ANY OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, OR EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES WARRANTY OF TITLEQUALITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR USE OR PURPOSE AND OR ANY WARRANTY AS TO THE VALIDITY OF ANY PATENTS OR THE NON-INFRINGEMENT. COMPANYINFRINGEMENT OF ANY PATENTS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSTRADEMARKS, OR CONTENT OTHER INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. EXCEPT AS MAY EXPRESSLY BE SET FORTH IN THIS SITEAGREEMENT, ALL SUCH RIGHTS OR ASSETS ARE BEING LICENSED ON AN “AS IS,” “WHERE IS” BASIS AND THE RESPECTIVE LICENSEES SHALL BEAR THE ECONOMIC AND LEGAL RISKS RELATED THERETO. Each Licensor (IIon behalf of itself and each of its controlled group Affiliates) THE ACCURACYand Licensee (on behalf of itself and each of its controlled group Affiliates) further understands and agrees that if the disclaimer of express or implied representations and warranties contained in this Article 12 is held unenforceable or is unavailable for any reason under the laws of any jurisdiction outside the United States or if, COMPLETENESSunder the laws of a jurisdiction outside the United States, OR CONTENT OF ANY SITES LINKED both parties (THROUGH HYPERLINKSor any of their respective controlled group Affiliates) are jointly or severally liable for any liability with respect thereto, BANNER ADVERTISING OR OTHERWISE) TO THIS SITEthen the parties intend that, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKSnotwithstanding any provision to the contrary under the laws of such foreign jurisdictions, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration the provisions of this Agreement or your use (including the disclaimer of this Site or all representations and warranties) shall prevail for any and all purposes among the Services found at this Siteparties hereto and their respective controlled group Affiliates.

Appears in 2 contracts

Sources: License Agreement (Baxalta Inc), License Agreement (Baxalta Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF EXCEPT AS EXPRESSLY SET FORTH IN THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"AGREEMENT, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THE PARTIES HERETO EACH DISCLAIM ALL WARRANTIESLIABILITY AND RESPONSIBILITY FOR ANY REPRESENTATION, STATUTORYWARRANTY, EXPRESS STATEMENTS OR IMPLIEDCOMMUNICATIONS (ORALLY OR IN WRITING) TO THE OTHER PARTIES (INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION CONTAINED IN ANY OPINION, INFORMATION OR ADVICE THAT MAY HAVE BEEN PROVIDED TO ANY SUCH PARTY BY ANY PARTNER, OFFICER, STOCKHOLDER, DIRECTOR, EMPLOYEE, AGENT, CONSULTANT, REPRESENTATIVE OR CONTRACTOR OF SUCH DISCLAIMING PARTY OR ITS AFFILIATES OR ANY ENGINEER OR ENGINEERING FIRM, OR OTHER AGENT, CONSULTANT OR REPRESENTATIVE) WHEREVER AND HOWEVER MADE, INCLUDING, BUT NOT LIMITED TO, THOSE MADE IN ANY IMPLIED DATA AND ANY SUPPLEMENTS OR AMENDMENTS THERETO OR DURING ANY NEGOTIATIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER SELLER MAKES ANY REPRESENTATION OR WARRANTY AS TO (A) THE AMOUNT, VALUE, QUALITY OR DELIVERABILITY OF HYDROCARBONS OR RESERVES ATTRIBUTABLE TO THE ASSETS OR (B) ANY GEOLOGICAL, ENGINEERING OR OTHER INTERPRETATIONS OR ECONOMIC VALUATIONS. SUBJECT TO THE REPRESENTATIONS AND WARRANTIES OF TITLESELLER IN ARTICLE 4, WHICH MAY ONLY BE ENFORCED PURSUANT TO ARTICLE 12, THE ASSETS ARE SOLD WITH SPECIAL WARRANTIES ONLY. ALL TANGIBLE PERSONAL PROPERTY INCLUDED IN THE ASSETS IS SOLD “AS IS, WHERE IS,” AND NEITHER SELLER MAKES ANY, AND SELLER DISCLAIMS ANY, REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AND WHETHER BY COMMON LAW, STATUTE, OR OTHERWISE, AS TO (I) MERCHANTABILITY, (II) FITNESS FOR ANY PARTICULAR PURPOSE, (III) CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR (IV) CONDITION. THE PARTIES AGREE THAT THE PRECEDING DISCLAIMERS OF WARRANTY ARE “CONSPICUOUS” DISCLAIMERS FOR PURPOSES OF ANY APPLICABLE LAW, RULE OR ORDER. SELLER: P▇▇▇▇ PETROLEUM CORP. an Oklahoma corporation By: /s/ G▇▇▇ ▇▇▇▇▇▇ G▇▇▇ ▇▇▇▇▇▇, President SHAREHOLDER: /s/ G▇▇▇ ▇▇▇▇▇▇ G▇▇▇ ▇▇▇▇▇▇ BUYER: RIO VISTA P▇▇▇▇, LLC By: /s/ I▇▇ ▇▇▇▇▇▇▇▇ I▇▇ ▇▇▇▇▇▇▇▇, Manager M▇▇▇▇▇▇▇ County Pittsburg County H▇▇▇▇▇▇ County 1. All of Assignor’s right, title and interest in and to the oil and gas leases and overriding royalty interests specifically described in Exhibit A (collectively, the “Leases”), the royalties, overriding royalties, net profits interests, production payments and other interests, if any, owned by Assignor burdening the Leases, and any and all right, title and interest in and to the oil, gas and all other hydrocarbons in, on or under the lands covered by the Leases (the “Lands”) and other hydrocarbons and products, whether liquid or gaseous, produced in association therewith (“Hydrocarbons”) after the Effective Time and all other minerals of whatever nature in, on or under the Leases and Lands and lands pooled or unitized therewith; 2. The oil and gas w▇▇▇▇ located on the Leases and Lands, or lands pooled or unitized therewith, including without limitation, the oil and gas w▇▇▇▇ specifically described in Exhibit B, whether producing or non-producing and whether fully or properly described or not, (the “W▇▇▇▇”), all injection and disposal w▇▇▇▇ on the Leases or Lands, and all personal property and equipment associated with the W▇▇▇▇ as of the Effective Time; 3. The rights, to the extent transferable, in and to all existing and effective unitization, pooling and communitization agreements, declarations and orders, and the properties covered and the units created thereby to the extent that they relate to or affect any of Assignor’s properties and interests described in Paragraphs 1 and 2 or the production of Hydrocarbons, if any, attributable to said properties and interests after the Effective Time; 4. The rights, to the extent transferable, without material restriction under applicable law or third party agreements (without the payment of any funds or consideration) in and to existing and effective oil, gas, liquids, condensate, casinghead gas and natural gas sales, purchase, exchange, gathering, transportation and processing contracts, operating agreements, balancing agreements, joint venture agreements, partnership agreements, farmout agreements and other contracts, agreements and instruments insofar only as they relate to any of Assignor’s properties and interests described in Paragraphs 1, 2 and 3, excluding, however, any insurance contracts; 5. All of the personal property, fixtures, improvements, permits, licenses, approvals, servitudes, rights-of-way and easements, including, without limitation the rights of way and easements set forth on Exhibit A, surface leases and other surface rights (including, but not limited to, any w▇▇▇▇, tanks, boilers, buildings, injection facilities, saltwater disposal facilities, compression facilities, gathering systems, other appurtenances and facilities) located on or used in connection with or otherwise related to the exploration for or production, gathering, treatment, processing, storing, sale or disposal of Hydrocarbons or water produced from the properties and interests described in Paragraphs 1 through 4 to the extent that they are located on or used in the operation of the Assets as of the Effective Time, and all contract rights (including rights under leases to third parties) related thereto; 6. The files, records, data and information relating to the items described in Paragraphs 1 through 5, maintained by Assignor (the “Records”), but excluding the following: (i) all of Assignor’s internal appraisals and interpretive data related to the Leases, Lands and W▇▇▇▇, (ii) all information and data under contractual restrictions on assignment, (iii) all information subject to a privilege, (iv) Assignor’s corporate, financial, employee and general tax records that do not relate to the Assets, and (v) all accounting files that do not relate exclusively to the Assets; and 7. Assignor specifically excludes from the Assets and this Assignment all vehicles and other transportation equipment, furniture, office supplies and equipment, telephones and radio or other telecommunication systems, tools, store stock, spare parts, and equipment, and any other assets not specifically used in connection with the operation of the Leases (the “Excluded Property”). TO HAVE AND TO HOLD the Assets unto Assignee and its successors and assigns forever, and Assignor agrees that the Assets are sold “as is, where is”. This Assignment is made and accepted expressly subject to the following terms and conditions: A. ASSIGNOR EXPRESSLY DISCLAIMS AND NEGATES ANY WARRANTY AS TO THE CONDITION OF ANY PERSONAL PROPERTY, EQUIPMENT, FIXTURES AND ITEMS OF MOVABLE PROPERTY COMPRISING ANY PART OF THE ASSETS, INCLUDING (i) MERCHANTABILITY OR CONDITION, (ii) FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYPURPOSE, ITS OFFICERS(iii) CONFORMITY TO MODELS OR SAMPLES OF MATERIALS, DIRECTORS, EMPLOYEES(iv) ANY RIGHTS OF ASSIGNEE UNDER APPLICABLE STATUTES TO CLAIM DIMINUTION OF CONSIDERATION, AND AGENTS MAKE NO REPRESENTATIONS (v) ANY CLAIM BY ASSIGNEE FOR DAMAGES BECAUSE OF DEFECTS, WHETHER KNOWN OR WARRANTIES ABOUT (I) THE ACCURACYUNKNOWN, COMPLETENESSIT BEING EXPRESSLY UNDERSTOOD BY ASSIGNEE THAT SAID PERSONAL PROPERTY, OR CONTENT OF THIS SITEFIXTURES, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITEEQUIPMENT, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSITEMS ARE BEING CONVEYED TO ASSIGNEE “AS IS,” “WHERE IS,” WITH ALL FAULTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY IN THEIR PRESENT CONDITION AND STATE OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITEREPAIR. B. To the extent permitted by law, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICEAssignee shall be subrogated to Assignor’s rights in and to representations, warranties and covenants given by others with respect to the Assets. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAWAssignor hereby grants and transfers to Assignee, its successors and assigns, to the extent so transferable and permitted by law, the benefit of and the right to enforce such covenants, representations and warranties, if any, which Assignor is entitled to enforce with respect to the Assets, but only to the extent not enforced by Assignor. C. Assignee assumes and agrees to pay, perform, fulfill and discharge all claims, costs, expenses, liabilities and obligations accruing or relating to the owning, developing, exploring, operating or maintaining of the Assets or the producing, transporting and marketing of Hydrocarbons from the Assets, relating to periods on and after the Effective Time, including, without limitation, environmental obligations and liabilities, the obligation to plug and abandon all W▇▇▇▇ and reclaim all Well sites, and all obligations arising under all agreements covering or relating to the Assets, subject to Assignee’s rights and obligations, including without limitation, Assignee’s indemnity obligations, under the Asset Purchase Agreement dated October 1, 2007 between Assignor and Assignee (the “Purchase Agreement”) and other documents executed in connection therewith. D. The references herein to liens, encumbrances, burdens, defects and other matters shall survive not be deemed to ratify or create any termination rights in third parties or expiration merge with, modify or limit the rights of Assignor or Assignee, as between themselves, as set forth in the Purchase Agreement or other documents executed in connection therewith. E. Unless provided otherwise, all recording references in the Exhibits hereto are to the official real property records of the county or parish in which the Assets are located. F. Separate governmental form assignments of the Assets may be executed on officially approved forms by Assignor to Assignee, in sufficient counterparts to satisfy applicable statutory and regulatory requirements. Those assignments shall be deemed to contain all of the exceptions, warranties, rights, titles, power and privileges set forth herein as fully as though they were set forth in each such assignment. The interests conveyed by such separate assignments are the same, and not in addition to, the interest in the Assets conveyed herein. G. This Assignment binds and inures to the benefit of Assignor and Assignee and their respective successors and assigns. H. This Assignment may be executed in any number of counterparts, each of which shall be deemed to be an original instrument, but all of which together shall constitute but one instrument. I. This assignment is subject in all respects to the terms and conditions of the Purchase Agreement, including, but not limited to, the assumptions and indemnifications contained in the Purchase Agreement. EXECUTED on the dates contained in the acknowledgment of this Agreement instrument, to be effective for all purposes as of the Effective Time. STATE OF OKLAHOMA ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this ____________ day of ____________, 2007 by ____________, ____________ of ____________, a ____________, on behalf of said ____________. Notary Public, State of Oklahoma STATE OF ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this ____________ day of ____________, 2007 by ____________, ____________ of ____________ , a ____________, on behalf of said ____________. Notary Public, State of Oklahoma Section 1445 of the Internal Revenue Code provides that a buyer of a United States real property interest must withhold tax if the seller is a foreign person. To inform Rio Vista Energy Partners (the “Buyer”) that withholding of tax is not required upon the disposition of a United States real property interest owned by ____________ (the “Seller”), the undersigned hereby certifies the following on behalf of Seller: 1. Seller is not a non-resident alien, foreign corporation, foreign partnership, foreign trust, or your use foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); 2. The United States employer/taxpayer identification number of this Site or the Services found at this Site.Seller is ____________; and 3. The address for Seller is as follows:

Appears in 2 contracts

Sources: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF THIS SITE A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER OF THE OWNER PARTICIPANTS NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANTS OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND NEITHER THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANTS NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, ANY WARRANTY OR REPRESENTATION EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANTS AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participants, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 2 contracts

Sources: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE (a) Except as otherwise set forth in Sections 1.4 and 6.2; THE ASSETS ARE PROVIDED SOLD "AS IS," ", "AS AVAILABLEWHERE IS" AND "WITH ALL FAULTS". COMPANYFAULTS AS TO ALL MATTERS," AND SELLER EXPRESSLY DISCLAIMS AND NEGATES ANY REPRESENTATION OR WARRANTY, ITS OFFICERSEXPRESS, DIRECTORSIMPLIED, EMPLOYEESAT COMMON LAW, AGENTSBY STATUTE, DISCLAIM ALL WARRANTIESOR OTHERWISE RELATING TO: (i) THE CONDITION OF THE ASSETS (INCLUDING, STATUTORYWITHOUT LIMITATION, ANY IMPLIED OR EXPRESS WARRANTY OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE OR IMPLIEDOF CONFORMITY TO MODELS OR SAMPLES OF MATERIALS); (ii) ANY INFRINGEMENT BY SELLER OF ANY PATENT OR PROPRIETARY RIGHT OF ANY THIRD PERSON; (iii) ANY INFORMATION, DATA OR OTHER MATERIALS (WRITTEN OR ORAL) FURNISHED TO PURCHASER BY OR ON BEHALF OF SELLER (INCLUDING WITHOUT LIMITATION, IN RESPECT OF GEOLOGICAL AND ENGINEERING DATA, THE EXISTENCE OR EXTENT OF OIL, GAS OR OTHER MINERAL RESERVES, THE RECOVERABILITY OF OR THE COST OF RECOVERING ANY SUCH RESERVES, THE VALUE OF SUCH RESERVES, ANY PRODUCT PRICING ASSUMPTIONS AND THE ABILITY TO SELL OIL OR GAS PRODUCTION AFTER CLOSING); (iv) THE ENVIRONMENTAL CONDITION AND OTHER CONDITION OF THE ASSETS AND ANY POTENTIAL LIABILITY ARISING FROM OR RELATED TO THE ASSETS; (v) THE FAILURE OF ANY COMPUTER, ELECTRONICS, SOFTWARE OR COMPONENTS TO BE FREE OF ANY DEFECTS OR ERRORS, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES DEFICIENCIES RELATING TO THE INABILITY TO PROPERLY FUNCTION BEYOND DECEMBER 31, 1999; AND (vi) THE WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR INTENDED PURPOSES OR GUARANTEE AGAINST HIDDEN OR LATENT REDHIBITORY VICES. (b) PURCHASER: (i) WAIVES ALL RIGHTS IN REDHIBITION PURSUANT TO LOUISIANA CIVIL CODE ARTICLES 2520, ET SEQ.; (ii) ACKNOWLEDGES THAT THIS EXPRESS WAIVER SHALL BE CONSIDERED A PARTICULAR PURPOSE MATERIAL AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT INTEGRAL PART OF THIS SITESALE AND THE CONSIDERATION THEREOF; AND (iii) ACKNOWLEDGES THAT THIS WAIVER HAS BEEN BROUGHT TO THE ATTENTION OF PURCHASER, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) HAS BEEN EXPLAINED IN DETAIL AND THAT PURCHASER HAS VOLUNTARILY AND KNOWINGLY CONSENTED TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, WAIVER OF WARRANTY OF FITNESS AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY WARRANTY AGAINST REDHIBITORY VICES AND DEFECTS FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED ASSETS. (c) ALL INSTRUMENTS OF CONVEYANCE TO BE DELIVERED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR SELLER AT CLOSING SHALL EXPRESSLY SET FORTH THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER DISCLAIMERS OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteCONTAINED IN THIS SECTION 6.3.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Energy Partners LTD), Purchase and Sale Agreement (Energy Partners LTD)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE BUYER HAS CONDUCTED ITS OWN INDEPENDENT REVIEW AND AGREE ANALYSIS OF THE ASSETS AND ACKNOWLEDGES THAT YOUR USE BUYER HAS BEEN PROVIDED SATISFACTORY ACCESS TO THE ASSETS FOR SUCH PURPOSE. IN ENTERING INTO THIS AGREEMENT, BUYER HAS RELIED SOLELY UPON THE REPRESENTATIONS AND WARRANTIES OF THIS SITE SHALL BE AT YOUR SELLER IN ARTICLE II AND ITS OWN RISK INVESTIGATION AND THAT THIS SITE ARE PROVIDED "AS IS"ANALYSIS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYBUYER: (A) ACKNOWLEDGES THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES OF SELLER IN ARTICLE II, NONE OF SELLER, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, DIRECTORSUNIT HOLDERS, MEMBERS, MANAGERS, PARTNERS, EMPLOYEES, AFFILIATES, CONTROLLING PERSONS, AGENTS, DISCLAIM ALL WARRANTIESADVISORS OR REPRESENTATIVES MAKES OR HAS MADE ANY REPRESENTATION OR WARRANTY, STATUTORY, EITHER EXPRESS OR IMPLIED, INCLUDINGAS TO THE ACCURACY OR COMPLETENESS OF ANY OF THE INFORMATION PROVIDED OR MADE AVAILABLE TO BUYER OR ITS DIRECTORS, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, CONTROLLING PERSONS, AGENTS OR REPRESENTATIVES; AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYAGREES, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTHAT NONE OF SELLER, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, UNIT HOLDERS, MEMBERS, MANAGERS, PARTNERS, AFFILIATES, CONTROLLING PERSONS, AGENTS, ADVISORS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY OR RESPONSIBILITY WHATSOEVER TO BUYER OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, CONTROLLING PERSONS, AGENTS OR REPRESENTATIVES ON ANY BASIS (INCLUDING IN CONTRACT OR TORT, AT LAW OR IN EQUITY, UNDER FEDERAL OR STATE SECURITIES LAWS OR OTHERWISE) BASED UPON ANY INFORMATION PROVIDED OR MADE AVAILABLE, OR STATEMENTS MADE, TO BUYER OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, CONTROLLING PERSONS, ADVISORS, AGENTS OR REPRESENTATIVES (OR ANY OMISSIONS THEREFROM), INCLUDING IN RESPECT OF THE SUBJECT MATTER OF THE SPECIFIC REPRESENTATIONS AND WARRANTIES OF SELLER SET FORTH IN THIS AGREEMENT, EXCEPT THAT THE FOREGOING LIMITATIONS SHALL NOT APPLY IN THE CASE OF ACTUAL FRAUD BY SELLER OR TO THE EXTENT SELLER MAKES THE SPECIFIC REPRESENTATIONS AND WARRANTIES SET FORTH IN ARTICLE II. BUYER HAS RELIED ON NO REPRESENTATION OR WARRANTY OTHER THAN AS DESCRIBED IN THE PRECEDING SENTENCE. EXCEPT AS SPECIFICALLY SET FORTH IN ARTICLE II, SELLER MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AT LAW OR IN EQUITY, IN RESPECT OF OR OTHERWISE IN ANY WAY RELATING TO ITSELF OR THE ASSETS, INCLUDING WITH RESPECT TO MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND ANY SUCH OTHER REPRESENTATIONS OR WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. BUYER FURTHER ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY REPRESENTED OTHERWISE IN ARTICLE II, SELLER HAS NOT AND WILL NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING ANY OF THE ASSETS AND BUYER SHALL BE DEEMED TO BE TAKING THE ASSETS “AS IS” AND “WHERE IS” FOR ALL PURPOSES.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Summit Midstream Partners, LP), Purchase and Sale Agreement (Summit Midstream Partners, LP)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EACH OF CPE AND AGREE THAT YOUR USE CPE LLC (ON BEHALF OF THEMSELVES AND EACH MEMBER OF THE CLOUD PEAK GROUP) AND RTEA AND KMS (ON BEHALF OF THEMSELVES AND EACH MEMBER OF THE RTEA GROUP) UNDERSTANDS AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN OR IN ANY TRANSACTION DOCUMENT, NO PARTY TO THIS SITE SHALL AGREEMENT, ANY TRANSACTION DOCUMENT OR ANY OTHER AGREEMENT OR DOCUMENT CONTEMPLATED BY THIS AGREEMENT, ANY TRANSACTION DOCUMENT OR OTHERWISE, IS REPRESENTING OR WARRANTING IN ANY WAY AS TO THE ASSETS, BUSINESSES OR LIABILITIES ACQUIRED AS CONTEMPLATED HEREBY OR THEREBY AND EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY FOR FITNESS FOR ANY PARTICULAR PURPOSE. EXCEPT AS MAY EXPRESSLY BE AT YOUR OWN RISK AND THAT THIS SITE SET FORTH HEREIN OR IN ANY TRANSACTION DOCUMENT, ALL SUCH ASSETS ARE PROVIDED BEING ACQUIRED ON AN "AS IS," "WHERE IS" BASIS (AND, "AS AVAILABLE" IN THE CASE OF ANY REAL PROPERTY, BY MEANS OF A QUITCLAIM OR SIMILAR FORM DEED OR CONVEYANCE) AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE THE RESPECTIVE ACQUIRORS SHALL BEAR THE ECONOMIC AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT LEGAL RISKS THAT (I) ANY CONVEYANCE SHALL PROVE TO BE INSUFFICIENT TO VEST IN THE ACCURACYACQUIROR GOOD TITLE, COMPLETENESS, FREE AND CLEAR OF ANY SECURITY INTEREST OR CONTENT OF THIS SITE, OTHER ENCUMBRANCE AND (II) THE ACCURACY, COMPLETENESS, ANY NECESSARY CONSENTS OR CONTENT GOVERNMENTAL APPROVALS ARE NOT OBTAINED OR THAT ANY REQUIREMENTS OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING LAWS OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD JUDGMENTS ARE NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteCOMPLIED WITH.

Appears in 2 contracts

Sources: Master Separation Agreement (Cloud Peak Energy Inc.), Master Separation Agreement (Cloud Peak Energy Inc.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE UNDERSTAND AND AGREE THAT YOUR USE EACH OF THIS SITE SHALL BE AT YOUR OWN RISK THE U1 ONLINE SERVICES IS PROVIDED ON AN "AS-IS" AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" BASIS. YOU AGREE YOUR USE OF THE U1 ONLINE SERVICES, AND "WITH ALL FAULTS"EACH OF THEM, IS AT YOUR SOLE RISK AND DISCRETION. COMPANYYOU UNDERSTAND AND EXPRESSLY AGREE FURTHER THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ANY OF THE U1 ONLINE SERVICES IS DOWNLOADED OR OBTAINED AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES, ITS OFFICERSINCLUDING WITHOUT LIMITATION DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR THE OBTAINING OF SUCH MATERIAL AND/OR DATA. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT OR AS REQUIRED BY LAW, DIRECTORSWE AND OUR SERVICE PROVIDERS ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, EMPLOYEESDELETION, AGENTSMIS-DELIVERY OR FAILURE TO STORE ANY USER COMMUNICATIONS OR PERSONALIZATION SETTINGS. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE AND OUR SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORYREPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYPURPOSE, ITS OFFICERS, DIRECTORS, EMPLOYEESOR NON- INFRINGEMENT OF INTELLECTUAL PROPERTY OR THIRD PARTY RIGHTS, AND AGENTS WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, AND WE AND OUR SERVICE PROVIDERS MAKE NO REPRESENTATIONS WARRANTY OR WARRANTIES ABOUT (I) REPRESENTATION REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE U1 ONLINE SERVICES, OR ANY OF THEM, THE ACCURACY, COMPLETENESSCOMPLETENESS OR RELIABILITY OF ANY INFORMATION OR RESULTS OBTAINED THROUGH THE U1 ONLINE SERVICES, OR CONTENT ANY OF THIS SITETHEM, (II) THE ACCURACY, COMPLETENESSACCURACY OF ANY INFORMATION RETRIEVED BY US FROM ANY OF YOUR ACCOUNTS AT OTHER FINANCIAL INSTITUTIONS OR THAT THE U1 ONLINE SERVICES, OR ANY OF THEM, WILL MEET ANY USER'S REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE. WE AND OUR SERVICE PROVIDERS MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT OF ANY SITES LINKED (THAT MAY BE AVAILABLE THROUGH HYPERLINKSTHE U1 ONLINE SERVICES, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKSOF THEM, BANNER ADVERTISING IS FREE OF INFECTION FROM ANY VIRUSES OR OTHERWISE) OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO THIS SITEDAMAGE, AND COMPANY ASSUMES SURREPTITOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM, OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE U1 ONLINE SERVICES, OR ANY OF THEM. NO LIABILITY ADVICE OR RESPONSIBILITY FOR THE SAME. IN ADDITIONINFORMATION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO WHETHER ORAL OR WRITTEN INFORMATION WRITTEN, OBTAINED BY YOU FROM US OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-OUR THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A ANY WARRANTY OF ANY KIND WITH RESPECT TO NOT STATED IN THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAGREEMENT.

Appears in 2 contracts

Sources: Online Access Agreement, Online Access Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY AGREE AND ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE THE SERVICE IS PROVIDED "AS IS", "” AND “AS AVAILABLE" AND "WITH ALL FAULTS"”, WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. COMPANYWE, ITS OUR PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEESSHAREHOLDERS, AGENTSMEMBERS, MANAGERS, EMPLOYEES AND SUPPLIERS SPECIFICALLY DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, ACCURACY, SUITABILITY, APPLICABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND PURPOSE, NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, QUIET ENJOYMENT AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSFREEDOM FROM COMPUTER VIRUS, OR CONTENT ANY OTHER WARRANTIES OF THIS SITEANY KIND. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY. USE OF THE SERVICE IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; THAT DATA TRANSMISSION OR STORAGE IS SECURE OR THAT THE SERVICE IS FREE OF INACCURACIES, (II) MISREPRESENTATIONS, VIRUSES OR OTHER HARMFUL INFORMATION OR COMPONENTS. BY ACCESSING OR USING THE ACCURACYSERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. NOTWITHSTANDING THE FOREGOING, COMPLETENESSTHESE DISCLAIMERS HEREIN DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM OUR INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEGROSS NEGLIGENCE. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST MAXIMUM EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteIN NO EVENT SHALL WE OR OUR PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, CUSTOMERS, LICENSORS, LICENSEES, AND SUPPLIERS (COLLECTIVELY, THE “RELATED PARTIES”) BE LIABLE TO YOU BASED ON OR RELATED TO THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE OR THESE TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WE SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE OR THESE TERMS, EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS HEREIN DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM VENEWLIVE’S INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.

Appears in 2 contracts

Sources: Terms of Service, Terms of Service

Disclaimer of Representations and Warranties. YOU (a) BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS AND TO THE EXTENT EXPRESSLY PROVIDED IN THIS AGREEMENT, SELLERS (OR ANYONE ACTING ON THEIR BEHALF) HAVE NOT MADE, DO NOT MAKE AND SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"DISCLAIM ANY REPRESENTATIONS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYPROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, INCLUDINGORAL OR WRITTEN, BUT NOT LIMITED PAST, PRESENT OR FUTURE, OF, AS TO, OR CONCERNING THE ASSETS, THE ASSUMED LIABILITIES OR THE BUSINESS OF SELLERS. (b) BUYER FURTHER ACKNOWLEDGES AND AGREES THAT BUYER HAS HAD ADEQUATE OPPORTUNITIES TO INSPECT, EXAMINE AND INVESTIGATE THE ASSETS. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT ANY IMPLIED WARRANTIES INFORMATION PROVIDED OR TO BE PROVIDED BY SELLERS OR ANYONE ON THEIR BEHALF WITH RESPECT TO THE ASSETS WAS OBTAINED FROM A VARIETY OF TITLESOURCES AND THAT, MERCHANTABILITYEXCEPT AS SET FORTH HEREIN, FITNESS FOR A PARTICULAR PURPOSE NO SELLER HAS MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS AS TO THE ACCURACY OR WARRANTIES ABOUT (I) COMPLETENESS OF SUCH INFORMATION. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS SET FORTH HEREIN, THE ACCURACY, COMPLETENESS, OR CONTENT SALE OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) ASSETS AS PROVIDED FOR HEREIN IS MADE ON AN "AS IS," "WHERE IS" BASIS. NOTHING HEREIN SHALL AFFECT THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TITLE IN THE SPECIAL WARRANTY DEEDS AND OTHER TRANSACTION DOCUMENTS CONVEYING THE ASSETS FROM SELLERS TO THIS SITE OR BUYER AT THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteCLOSING.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Pentacon Inc), Asset Purchase Agreement (Anixter International Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE Except as otherwise set forth herein, including but not limited to the warranties set forth in Section 1.6, THE ASSETS ARE PROVIDED SOLD "AS IS," ", "AS AVAILABLEWHERE IS" AND "WITH ALL FAULTS". COMPANYFAULTS AS TO ALL MATTERS," AND SELLER EXPRESSLY DISCLAIMS AND NEGATES ANY REPRESENTATION OR WARRANTY, ITS OFFICERSEXPRESS, DIRECTORSIMPLIED, EMPLOYEESAT COMMON LAW, AGENTSBY STATUTE, DISCLAIM ALL WARRANTIESOR OTHERWISE RELATING TO (a) THE CONDITIONS OF THE ASSETS (INCLUDING, STATUTORYWITHOUT LIMITATION, ANY IMPLIED OR EXPRESS WARRANTY OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OR IMPLIEDOF CONFORMITY TO MODELS OR SAMPLES OF MATERIALS), (b) ANY INFRINGEMENT BY SELLER OF ANY PATENT OR PROPRIETARY RIGHT OF ANY THIRD PARTY, (c) ANY INFORMATION, DATA OR OTHER MATERIALS (WRITTEN OR ORAL) FURNISHED TO PURCHASER BY OR ON BEHALF OF SELLER (INCLUDING WITHOUT LIMITATION, IN RESPECT OF GEOLOGICAL AND ENGINEERING DATA, THE EXISTENCE OR EXTENT OF OIL, GAS OR OTHER MINERAL RESERVES, THE RECOVERABILITY OF OR THE COST OF RECOVERING ANY SUCH RESERVES, THE VALUE OF SUCH RESERVES, ANY PRODUCT PRICING ASSUMPTIONS, AND THE ABILITY TO SELL OIL OR GAS PRODUCTION AFTER CLOSING), (d) THE ENVIRONMENTAL CONDITION AND OTHER CONDITION OF THE ASSETS AND ANY POTENTIAL LIABILITY ARISING FROM OR RELATED TO THE ASSETS, AND (e) THE FAILURE OF ANY COMPUTER, ELECTRONICS, SOFTWARE, OR COMPONENTS TO BE FREE OF ANY BUGS OR ERRORS, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY DEFICIENCIES RELATING TO THE FULLEST EXTENT PERMITTED BY LAWINABILITY TO PROPERLY FUNCTION BEYOND DECEMBER 31, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site1999.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Energy Partners LTD), Purchase and Sale Agreement (Energy Partners LTD)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER THE OWNER PARTICIPANT NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND, EXCEPT AS PROVIDED IN THE LAST SENTENCE OF THIS SITE SECTION 5.01, NEITHER THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, ANY WARRANTY OR REPRESENTATION EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participant, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 2 contracts

Sources: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE IT IS UNDERSTOOD AND AGREE AGREED THAT YOUR USE FIRST DATA DOES NOT REPRESENT, WARRANT OR GUARANTEE IN ANY WAY THAT THE PERFORMANCE OF THIS SITE SHALL THE SUPPORT SERVICES, ANY ADDITIONAL SERVICES OR THE SERVICES CONTEMPLATED BY ARTICLE 3 WILL BE AT YOUR OWN RISK UNINTERRUPTED OR ERROR FREE. EXCEPT AS PROVIDED HEREIN, NO PARTY HERETO MAKES ANY, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH PARTY HERETO HEREBY EXPRESSLY DISCLAIMS ANY, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYREPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDINGARISING OUT OF OR RELATED TO THIS AGREEMENT, BUT NOT LIMITED TOINCLUDING AS TO ANY SERVICES, HARDWARE, SOFTWARE, EQUIPMENT OR MATERIALS PROVIDED OR USED BY OR ON BEHALF OF ANY PARTY UNDER THIS AGREEMENT. EACH PARTY HERETO EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE PURPOSE. FIRST DATA AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESCOMPANY HEREBY AGREE THAT THIS AGREEMENT INVOLVES THE PROVISIONS OF SERVICES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THAT THIS AGREEMENT IS A SERVICE AGREEMENT FOR PURPOSES OF THE ACCURACY, COMPLETENESS, OR CONTENT UNIFORM COMMERCIAL CODE AND THEREFORE THAT THE PROVISIONS OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) UNIFORM COMMERCIAL CODE SHALL NOT APPLY TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAGREEMENT.

Appears in 2 contracts

Sources: Operations Agreement (Moneygram Payment Systems Inc), Operations Agreement (Moneygram Payment Systems Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF EXCEPT AS EXPRESSLY SET FORTH IN THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"AGREEMENT, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THE PARTIES HERETO EACH DISCLAIM ALL WARRANTIESLIABILITY AND RESPONSIBILITY FOR ANY REPRESENTATION, STATUTORYWARRANTY, EXPRESS STATEMENTS OR IMPLIEDCOMMUNICATIONS (ORALLY OR IN WRITING) TO THE OTHER PARTIES (INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION CONTAINED IN ANY OPINION, INFORMATION OR ADVICE THAT MAY HAVE BEEN PROVIDED TO ANY SUCH PARTY BY ANY PARTNER, OFFICER, STOCKHOLDER, DIRECTOR, EMPLOYEE, AGENT, CONSULTANT, REPRESENTATIVE OR CONTRACTOR OF SUCH DISCLAIMING PARTY OR ITS AFFILIATES OR ANY ENGINEER OR ENGINEERING FIRM, OR OTHER AGENT, CONSULTANT OR REPRESENTATIVE) WHEREVER AND HOWEVER MADE, INCLUDING, BUT NOT LIMITED TO, THOSE MADE IN ANY IMPLIED DATA AND ANY SUPPLEMENTS OR AMENDMENTS THERETO OR DURING ANY NEGOTIATIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER SELLER MAKES ANY REPRESENTATION OR WARRANTY AS TO (A) THE AMOUNT, VALUE, QUALITY OR DELIVERABILITY OF HYDROCARBONS OR RESERVES ATTRIBUTABLE TO THE ASSETS OR (B) ANY GEOLOGICAL, ENGINEERING OR OTHER INTERPRETATIONS OR ECONOMIC VALUATIONS. SUBJECT TO THE REPRESENTATIONS AND WARRANTIES OF TITLESELLER IN ARTICLE 4, MERCHANTABILITYWHICH MAY ONLY BE ENFORCED PURSUANT TO ARTICLE 12, FITNESS FOR A PARTICULAR PURPOSE THE ASSETS ARE SOLD WITH SPECIAL WARRANTIES ONLY. ALL TANGIBLE PERSONAL PROPERTY INCLUDED IN THE ASSETS IS SOLD “AS IS, WHERE IS,” AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESNEITHER SELLER MAKES ANY, AND AGENTS MAKE NO REPRESENTATIONS SELLER DISCLAIMS ANY, REPRESENTATION OR WARRANTIES ABOUT WARRANTY, WHETHER EXPRESS OR IMPLIED, AND WHETHER BY COMMON LAW, STATUTE, OR OTHERWISE, AS TO (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITEMERCHANTABILITY, (II) THE ACCURACYFITNESS FOR ANY PARTICULAR PURPOSE, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR (IV) CONDITION. THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND PARTIES AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A THE PRECEDING DISCLAIMERS OF WARRANTY ARE “CONSPICUOUS” DISCLAIMERS FOR PURPOSES OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, RULE OR ORDER. SELLER: G M Oil Properties, Inc. an Oklahoma corporation By: /s/ B▇▇▇ ▇▇▇▇ B▇▇▇ ▇▇▇▇, CEO RIO VISTA P▇▇▇▇, LLC By: /s/ I▇▇ ▇▇▇▇▇▇▇▇ I▇▇ ▇▇▇▇▇▇▇▇, Manager 1. All of Assignor’s right, title and shall survive interest in and to the oil and gas leases and overriding royalty interests specifically described in Exhibit A (collectively, the “Leases”), the royalties, overriding royalties, net profits interests, production payments and other interests, if any, owned by Assignor burdening the Leases, and any termination and all right, title and interest in and to the oil, gas and all other hydrocarbons in, on or expiration under the lands covered by the Leases (the “Lands”) and other hydrocarbons and products, whether liquid or gaseous, produced in association therewith (“Hydrocarbons”) after the Effective Time and all other minerals of this Agreement whatever nature in, on or your use under the Leases and Lands and lands pooled or unitized therewith; 2. The oil and gas w▇▇▇▇ located on the Leases and Lands, or lands pooled or unitized therewith, including without limitation, the oil and gas w▇▇▇▇ specifically described in Exhibit B, whether producing or non-producing and whether fully or properly described or not, (the “W▇▇▇▇”), all injection and disposal w▇▇▇▇ on the Leases or Lands, and all personal property and equipment associated with the W▇▇▇▇ as of this Site the Effective Time; 3. The rights, to the extent transferable, in and to all existing and effective unitization, pooling and communitization agreements, declarations and orders, and the properties covered and the units created thereby to the extent that they relate to or affect any of Assignor’s properties and interests described in Paragraphs 1 and 2 or the Services found at production of Hydrocarbons, if any, attributable to said properties and interests after the Effective Time; 4. The rights, to the extent transferable, without material restriction under applicable law or third party agreements (without the payment of any funds or consideration) in and to existing and effective oil, gas, liquids, condensate, casinghead gas and natural gas sales, purchase, exchange, gathering, transportation and processing contracts, operating agreements, balancing agreements, joint venture agreements, partnership agreements, farmout agreements and other contracts, agreements and instruments insofar only as they relate to any of Assignor’s properties and interests described in Paragraphs 1, 2 and 3, excluding, however, any insurance contracts; 5. All of the personal property, fixtures, improvements, permits, licenses, approvals, servitudes, rights-of-way and easements, including, without limitation the rights of way and easements set forth on Exhibit A, surface leases and other surface rights (including, but not limited to, any w▇▇▇▇, tanks, boilers, buildings, injection facilities, saltwater disposal facilities, compression facilities, gathering systems, other appurtenances and facilities) located on or used in connection with or otherwise related to the exploration for or production, gathering, treatment, processing, storing, sale or disposal of Hydrocarbons or water produced from the properties and interests described in Paragraphs 1 through 4 to the extent that they are located on or used in the operation of the Assets as of the Effective Time, and all contract rights (including rights under leases to third parties) related thereto; 6. The files, records, data and information relating to the items described in Paragraphs 1 through 5, maintained by Assignor (the “Records”), but excluding the following: (i) all of Assignor’s internal appraisals and interpretive data related to the Leases, Lands and W▇▇▇▇, (ii) all information and data under contractual restrictions on assignment, (iii) all information subject to a privilege, (iv) Assignor’s corporate, financial, employee and general tax records that do not relate to the Assets, and (v) all accounting files that do not relate exclusively to the Assets; and 7. Assignor specifically excludes from the Assets and this Site.Assignment all vehicles and other transportation equipment, furniture, office supplies and equipment, telephones and radio or other telecommunication systems, tools, store stock, spare parts, and equipment, and any other assets not specifically used in connection with the operation of the Leases (the “Excluded Property”). TO HAVE AND TO HOLD the Assets unto Assignee and its successors and assigns forever. This Assignment is made and accepted expressly subject to the following terms and conditions:

Appears in 2 contracts

Sources: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND OUR SERVICES SHALL BE AT YOUR OWN RISK AND THAT THIS SITE SERVICES FOUND ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYAfroHub Services, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYAfroHub Services, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY AfroHub Services ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYAfroHub Services, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION ITS SUPPORT CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD-THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR OUR SERVICES.

Appears in 1 contract

Sources: Universal Terms of Service Agreement

Disclaimer of Representations and Warranties. THE SERVICE IS PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "ON AN “AS IS", ",” “AS AVAILABLE" ,” AND "WITH ALL FAULTS"” BASIS. COMPANY, NEITHER PREMIUM OR ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEESMANAGERS, AGENTSEMPLOYEES OR AGENTS (COLLECTIVELY, DISCLAIM ALL WARRANTIESTHE “PREMIUM PARTIES”) MAKE ANY REPRESENTATIONS, STATUTORYWARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE INFORMATION, CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDINGSTATUTORY OR OTHERWISE, BUT NOT LIMITED TOOR ARISING FROM COURSE OF DEALING, ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENTFREEDOM FROM COMPUTER VIRUS OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS BY ACCESSING OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) USING THE SERVICES FOUND AT THIS SITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. PREMIUM DOES NOT MAKE ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND REPRESENTATIONS WITH RESPECT TO THIS SITE THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICEWEBSITE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND DOES NOT AFFECT ANY WARRANTIES SHALL APPLY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. TO THE FULLEST MAXIMUM EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.IN NO EVENT SHALL THE PREMIUM PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD- WILL, ARISING OUT OF OR IN CONNECTION WITH (A) THE SERVICE, (B) THESE TERMS,

Appears in 1 contract

Sources: Terms and Conditions

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR MEMBERSHIP IN RAVEN, USE OF THIS SITE RAVEN AND THE MEMBERSHIP BENEFITS SHALL BE AT YOUR OWN RISK AND THAT THIS SITE RAVEN AND THE MEMBERSHIP BENEFITS FOUND A T RAVEN ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYCCI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY INCLUDING CCI PARTNERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-NON- INFRINGEMENT. COMPANYCCI, ITS OFFICERS, DIRECTORS, EMPLOYEES, CCI PARTNERS AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IA) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, RAVEN; OR (IIB) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE RAVEN OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITERAVEN, AND COMPANY CCI ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYCCI, ITS OFFICERS, DIRECTORS, EMPLOYEES, CCI PARTNERS OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR AGENTS EXCEPT AS ARE SPECIFICALLY SET FORTH IN THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICEPOLICIES. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR MEMBERSHIP OR YOUR USE OF RAVEN OR THE MEMBERSHIP BENEFITS FOUND AT RAVEN.

Appears in 1 contract

Sources: Membership Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-THIRD- PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Service

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE SUBJECT TO THE EXPRESS TERMS AND AGREE THAT YOUR USE CONDITIONS OF THIS AGREEMENT, THE GROUND LEASE AND ANY OTHER DOCUMENTS OR INSTRUMENTS EXECUTED BY THE CITY IN CONNECTION WITH THE PROJECT, (I) UNIVERSITY AGREES THAT THE LEASE SITE, THE UTILITY INSTALLATION SITE SHALL BE AT YOUR OWN RISK AND THAT THIS THE ZSFG SITE ARE PROVIDED "BEING DELIVERED BY CITY AND ACCEPTED BY UNIVERSITY IN THEIR “AS IS", "AS AVAILABLE" AND "IS WITH ALL FAULTS". COMPANY” CONDITION AND (II) UNIVERSITY SPECIFICALLY ACKNOWLEDGES AND AGREES THAT NEITHER CITY, ITS OFFICERSNOR ANY OF THE OTHER CITY INDEMNIFIED PARTIES, DIRECTORSNOR ANY EMPLOYEE, EMPLOYEESOFFICER, AGENTSCOMMISSIONER, DISCLAIM ALL WARRANTIESREPRESENTATIVE OR OTHER AGENT OF ANY OF THEM, STATUTORYHAS MADE, AND THERE IS HEREBY DISCLAIMED, ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKSKIND, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS THE CONDITION OF THE LEASE SITE, THE UTILITY INSTALLATION SITE OR THE SERVICES FOUND AT THIS ZSFG SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION THE SUITABILITY OR ADVICE. FITNESS OF THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY LEASE SITE, THE UTILITY INSTALLATION SITE OR THE ZSFG SITE OR APPURTENANCES TO THE FULLEST EXTENT PERMITTED BY LAWLEASE SITE, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTHE UTILITY INSTALLATION SITE OR THE ZSFG SITE FOR THE DEVELOPMENT, USE OR OPERATION OF THE PROJECT, ANY COMPLIANCE WITH LAWS OR APPLICABLE LAND USE OR ZONING REGULATIONS, ANY MATTER AFFECTING THE USE, VALUE, OCCUPANCY OR ENJOYMENT OF THE LEASE SITE, THE UTILITY INSTALLATION SITE OR THE ZSFG SITE, OR ANY OTHER MATTER WHATSOEVER PERTAINING TO THE LEASE SITE, THE UTILITY INSTALLATION SITE OR THE ZSFG SITE OR THE PROJECT.

Appears in 1 contract

Sources: Lease Disposition and Development Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS MAY EXPRESSLY BE SET FORTH HEREIN OR IN ANY OTHER TRANSACTION AGREEMENT, (A) NONE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYTHE PARTIES HERETO OR ANY OTHER PERSON MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO ANY OF THE TRANSACTIONS (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE BUSINESS, BUT NOT LIMITED TOASSETS, CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ASSETS, BUSINESSES OR LIABILITIES OF TWE, TWIC, HOLDCO, THE COMPANY OR THE AOLTW BROADBAND GROUP; (B) ALL OF THE ASSETS TO BE RETAINED OR TRANSFERRED OR THE LIABILITIES TO BE RETAINED, ASSUMED OR TRANSFERRED IN ACCORDANCE WITH THE TRANSACTION AGREEMENTS SHALL BE TRANSFERRED OR ASSUMED ON AN “AS IS, WHERE IS BASIS,” AND ALL IMPLIED WARRANTIES OF TITLE, Table of Contents MERCHANTABILITY, FITNESS FOR A PARTICULAR SPECIFIC PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESOR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IC) NONE OF THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE PARTIES HERETO OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE TRANSACTIONS OR THE SERVICES FOUND AT THIS SITEENTERING INTO OF THE TRANSACTION AGREEMENTS. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, [THE]NO AT&T [PARTIES ARE NOT]PARTY IS DISCLAIMING ANY RIGHTS IT MAY HAVE IN ITS CAPACITY AS A SHAREHOLDER OF AOLTW COMMON STOCK[, ] TO THE SAME EXTENT AS IF THE SHARES RECEIVED [HEREUNDER]ON CONVERSION OF THE SERIES A PREFERRED STOCK WERE INSTEAD PURCHASED ON THE OPEN MARKET DURING THE VALUATION PERIOD, UNDER [APPLICABLE SECURITIES LAWS, INCLUDING]SECTION 10(b) OF THE 1934 ACT AND RULE 10b-5 PROMULGATED THEREUNDER DURING THE PERIOD BEGINNING ON THE CLOSING AND ENDING ON THE 90TH DAY FOLLOWING THE CONTINUED EFFECTIVENESS OF THE SHELF REGISTRATION STATEMENT CONTEMPLATED BY THE AOLTW REGISTRATION RIGHTS AGREEMENT OR, IF THE SERIES A PREFERRED IS CONVERTED ON OR AFTER THE 90TH DAY PRIOR TO THE SECOND ANNIVERSARY OF ITS ISSUANCE, 90 DAYS FOLLOWING SUCH CONVERSION, AND USERS SHOULD NOT RELY AOLTW EXPRESSLY ACKNOWLEDGES THAT THE AT&T PARTIES SHALL BE ENTITLED TO ANY RIGHTS AND REMEDIES PROVIDED BY SUCH SECTION 10(b) OF THE 1934 ACT AND SUCH RULE AS IF THE AT&T PARTIES HAD SO PURCHASED SUCH SHARES ON ANY THE OPEN MARKET DURING THE VALUATION PERIOD PROVIDED THAT THE AT&T PARTIES ASSERT SUCH INFORMATION RIGHT OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteREMEDY ON OR BEFORE SUCH 90TH DAY.

Appears in 1 contract

Sources: Restructuring Agreement (Aol Time Warner Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY THE PARTIES ACKNOWLEDGE THAT, BECAUSE TRANSUNION DIRECT IS ACCESSED VIA THE INTERNET WHICH IS AN OPEN NETWORK, NEITHER, TRANSUNION NOR ITS SUPPLIERS, CONTRACTORS, AND AGREE THAT YOUR USE VENDORS, OF ANY TIER, MAKE ANY WARRANTIES OF ANY KIND WITH RESPECT TO TRANSUNION DIRECT; WITH RESPECT TO ANY AND ALL DOCUMENTS AND/OR OTHER MATERIALS PROVIDED TO SUBSCRIBER UNDER THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"ADDENDUM; WITH RESPECT TO LOSS OR CORRUPTION OF DATA; LOSS OF, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYOR DAMAGE TO, ITS OFFICERSEQUIPMENT AND/OR SOFTWARE; SYSTEM RESPONSE TIMES, DIRECTORSACCESS DELAYS OR ACCESS INTERRUPTIONS; NOR COMPUTER VIRUSES, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, WHETHER EXPRESS OR IMPLIEDIMPLIED INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. MOREOVER, IN NO EVENT SHALL TRANSUNION NOR ITS SUPPLIERS, CONTRACTORS, AND VENDORS, OF ANY TIER, BE HELD LIABLE IN ANY MANNER WHATSOEVER FOR ANY LOSS OR INJURY TO SUBSCRIBER, ARISING OUT OF OR FROM THIS ADDENDUM INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES INCURRED BY SUBSCRIBER REGARDLESS OF TITLETHE THEORY UPON WHICH SUCH DAMAGES ARE BASED AND EVEN IF TRANSUNION OR ITS SUPPLIERS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESCONTRACTORS, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACYVENDORS, COMPLETENESSOF ANY TIER, OR CONTENT ANY ONE OR MORE OF THIS SITETHE FOREGOING PARTIES, (II) HAS BEEN ADVISED OF THE ACCURACY, COMPLETENESS, OR CONTENT POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMELIMITED REMEDY. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAWSubscriber shall have the right, and shall survive is encouraged by TransUnion, to maintain any termination other type of TransUnion-authorized connection to TransUnion for use in conjunction with the TransUnion Services and any other TransUnion services or expiration of this Agreement services that Subscriber has purchased or your use of this Site or the Services found at this Sitelicensed from TransUnion and which are not accessible via TransUnion Direct.

Appears in 1 contract

Sources: Loan Program Agreement (First Marblehead Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SITE, THE SERVICES FOUND AT THIS SITE, AND THE SALE OR PURCHASE OF PRODUCTS SHALL BE AT YOUR OWN RISK AND THAT THIS SITE SITE, THE SERVICES FOUND AT THIS SITE, AND THE PRODUCTS ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYHIPSTU, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AGENTS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYHIPSTU, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES PRODUCTS FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY HIPSTU ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYHIPSTU, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE PROVIDERS REPRESENTATIVES) WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR SITE, THE SERVICES FOUND AT THIS SITE, OR THE PRODUCTS, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE, THE SERVICES FOUND AT THIS SITE, OR THE PRODUCTS.

Appears in 1 contract

Sources: Universal Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXCEPT AS MAY EXPRESSLY BE SET FORTH HEREIN, IN ANY ANCILLARY AGREEMENT, IN THE RESTRUCTURING AGREEMENT OR IN ANY OTHER TRANSACTION AGREEMENT (AND AGREE THAT YOUR USE NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN ANY REAL PROPERTY INSTRUMENT), (A) NONE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYHOLDCO OR ANY OTHER PERSON MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE BUSINESS, BUT NOT LIMITED TOASSETS, CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ASSETS, BUSINESSES OR LIABILITIES OF THE COMPANY, THE COMPANY GROUP, HOLDCO, TWE OR THE TWIC BROADBAND GROUP; (B) ALL OF THE ASSETS TO BE RETAINED OR TRANSFERRED OR THE LIABILITIES TO BE RETAINED, ASSUMED OR TRANSFERRED IN ACCORDANCE WITH THIS AGREEMENT SHALL BE TRANSFERRED OR ASSUMED ON AN "AS IS, WHERE IS BASIS," AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR SPECIFIC PURPOSE OR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED AND NON-INFRINGEMENT. (C) NONE OF THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE HOLDCO OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE ENTERING INTO OF THIS SITE AGREEMENT OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTRANSACTIONS CONTEMPLATED HEREBY.

Appears in 1 contract

Sources: Contribution Agreement (Aol Time Warner Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYHOSTINGER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD-PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYHOSTINGER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY HOSTINGER ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYHOSTINGER, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and AND shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms and Conditions

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXCEPT AS MAY EXPRESSLY BE SET FORTH HEREIN, IN ANY ANCILLARY AGREEMENT, IN THE RESTRUCTURING AGREEMENT, IN ANY TRANSACTION AGREEMENT (AND AGREE THAT YOUR USE NOTWITHSTANDING ANYTHING TO THE CONTRARY IN ANY REAL PROPERTY INSTRUMENT) (A) NONE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"TWE, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYHOLDCO OR ANY OTHER PERSON MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE BUSINESS, BUT NOT LIMITED TOASSETS, CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ASSETS, BUSINESSES OR LIABILITIES OF TWE, HOLDCO, THE TWE NON-BROADBAND GROUP OR THE TWE BROADBAND GROUP; (B) ALL OF THE ASSETS TO BE RETAINED OR TRANSFERRED OR THE LIABILITIES TO BE RETAINED, ASSUMED OR TRANSFERRED IN ACCORDANCE WITH THIS AGREEMENT SHALL BE TRANSFERRED OR ASSUMED ON AN "AS IS, WHERE IS BASIS," AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR SPECIFIC PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESOR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IC) THE ACCURACYNONE OF TWE, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE HOLDCO OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE ENTERING INTO OF THIS SITE AGREEMENT OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTRANSACTIONS CONTEMPLATED HEREBY.

Appears in 1 contract

Sources: Distribution Agreement (Aol Time Warner Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYNET PROJECTIONS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYNET PROJECTIONS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY NET PROJECTIONS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYNET PROJECTIONS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD-THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.

Appears in 1 contract

Sources: Universal Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS EXPRESSLY SET FORTH HEREIN, NEITHER PARTY NOR ITS AFFILIATES OR LICENSORS MAKES ANY REPRESENTATIONS OR WARRANTIES OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"ANY KIND, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYEXPRESS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, IMPLIED OR STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY IMPLIED WARRANTIES WARRANTY OF TITLE, MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYOR ARISING BY USAGE OF TRADE, ITS OFFICERSCOURSE OF DEALING, DIRECTORS, EMPLOYEESOR COURSE OF PERFORMANCE, AND AGENTS MAKE EACH PARTY HEREBY DISCLAIMS THE SAME. SIMPLY HIRED MAKES NO REPRESENTATIONS REPRESENTATION, WARRANTY OR WARRANTIES ABOUT GUARANTEE THAT: (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (IIIA) THE SERVICES FOUND AT THIS SITE WILL MEET PUBLISHER'S REQUIREMENTS (B) THE SERVICES WILL BE APPROPRIATE FOR USE OUTSIDE OF THE UNITED STATES (C) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERRORFREE (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE OR (E) ANY SITES LINKED (THROUGH HYPERLINKSERRORS, BANNER ADVERTISING INACCURACIES OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR OUTDATED INFORMATION IN THE SAMESERVICES WILL BE CORRECTED. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT SIMPLY HIRED MAKES NO ORAL REPRESENTATION, WARRANTY OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND GUARANTEE WITH RESPECT TO THIS SITE THE QUANTITY OF JOB LISTINGS PROVIDED TO PUBLISHER, THE PROPORTION OF EACH TYPE OF JOB LISTING PROVIDED, OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER AMOUNT OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteREVENUE SHARE PUBLISHER MAY RECEIVE HEREUNDER.

Appears in 1 contract

Sources: Simply Hired Partner Terms of Service (Jobbot Inc.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM DIS- CLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISEOTH- ERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESEMPLOY- EES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION IN- FORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE 11.3.1. EACH PARTY HEREBY AGREES AND AGREE UNDERSTANDS THAT YOUR USE OF BECAUSE THE CLINICAL TRIALS, INTASYL PH-762 , DP TIL, AND THE PRODUCT ARE EXPERIMENTAL IN NATURE, THE OUTCOME IS INHERENTLY UNCERTAIN AND UNPREDICTABLE. EXCEPT AS SET FORTH IN THIS SITE SHALL BE AT YOUR OWN RISK AGREEMENT, EACH PARTY HEREBY AGREES AND UNDERSTANDS THAT THIS SITE ARE PROVIDED "AS IS"THE OTHER PARTY MAKES NO REPRESENTATION, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYGUARANTEE OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) REGARDING THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OUTCOME OF ANY SITES LINKED (THROUGH HYPERLINKSCLINICAL RESEARCH ACTIVITIES, BANNER ADVERTISING THE RESEARCH RESULTS OR OTHERWISE) TO THIS SITETHE PATENTABILITY, AND/LEGAL PROTECTABILITY OR (III) THE SERVICES FOUND AT THIS SITE OR USEFULNESS OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY INTELLECTUAL PROPERTY ARISING FROM ANY CLINICAL RESEARCH ACTIVITIES. 11.3.2. EXCEPT FOR THE SAME. REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN ADDITIONTHIS AGREEMENT (INCLUDING SECTION 11.1), YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL NEITHER PARTY MAKES ANY REPRESENTATION OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ANY REPRESENTATION OR WARRANTY THAT THE SERVICES FOUND AT THIS SITEUSE OF ANY PHIO BACKGROUND INTELLECTUAL PROPERTY, AND USERS SHOULD PHIO INTELLECTUAL PROPERTY, AGONOX BACKGROUND INTELLECTUAL PROPERTY, AGONOX INTELLECTUAL PROPERTY, OR JOINT INTELLECTUAL PROPERTY WILL NOT RELY ON INFRINGE ANY SUCH INFORMATION PATENT OR ADVICE. OTHER PROPRIETARY RIGHT OF A THIRD PARTY OR REGARDING THE FOREGOING DISCLAIMER USE, RESULTS OR EFFICACY OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAWINTASYL PH-762 , and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteDP TIL, OR PRODUCT.

Appears in 1 contract

Sources: Clinical Co Development Agreement (Phio Pharmaceuticals Corp.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXCEPT AS TO MATTERS EXPRESSLY INDEMNIFIED AGAINST IN THIS AGREEMENT, (A) PARTNERSHIP AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED THE PARTNERS ACCEPT THE ASSETS COMPRISING THE FRACTIONATOR FACILITY "AS IS", "AS AVAILABLE" AND "WHERE IS" AND WITH ALL FAULTS". COMPANYFAULTS AND DEFECTS, ITS OFFICERSWHETHER PATENT OR LATENT, DIRECTORS(B) NEITHER WARREN OR DEVCO MAKE ANY REPRESENTATION OR WARRANTIES OF ANY KIND, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, W▇▇▇▇▇▇ EXPRESS OR IMPLIED, WITH RESPECT TO ALL OR ANY OF SAID ASSETS, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYOR ANY REPRESENTATION WITH RESPECT TO THE DESIGN, ITS OFFICERSQUALITY, DIRECTORSDURABILITY OR SUITABILITY OF THE FRACTIONATOR FACILITY, EMPLOYEESOR ANY PORTIONS THEREOF, FOR A PARTICULAR PURPOSE, AND AGENTS (C) NEITHER WARREN NOR DEVCO MAKE NO ANY REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKSKIND, BANNER ADVERTISING ▇▇▇▇▇ER EXPRESS OR OTHERWISE) TO THIS SITEIMPLIED, AND/IN CONNECTION WITH THE VALUE, CONDITION, FITNESS OR (III) USE OF SAID ASSETS OR THE SERVICES FOUND AT THIS SITE PRESENCE, ABSENCE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY CONDITION OF ANY KIND WITH RESPECT TO THIS SITE ENVIRONMENTAL CONTAMINANT OR THE SERVICES FOUND AT THIS SITEPRESENCE OR EXISTENCE OF ANY ENVIRONMENTAL CONDITION, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. EXCEPT FOR THOSE ENVIRONMENTAL MATTERS DISCLOSED IN THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteDISCLOSURE SCHEDULE.

Appears in 1 contract

Sources: Limited Partnership Agreement (Dynegy Energy Partners Lp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYNODES UNLIMITED LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD-PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-NON- INFRINGEMENT. COMPANYNODES UNLIMITED LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY NODES UNLIMITED LLC ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYNODES UNLIMITED LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD-THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteLAW AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.

Appears in 1 contract

Sources: Universal Terms of Service Agreement

Disclaimer of Representations and Warranties. THE SERVICE IS PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "ON AN “AS IS", ",” “AS AVAILABLE" ,” AND "WITH ALL FAULTS"” BASIS. COMPANY, NEITHER COMPANY NOR ANY OF ITS OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES, AGENTSOR AGENTS (COLLECTIVELY, DISCLAIM ALL THE “COMPANY PARTIES”) MAKE ANY REPRESENTATIONS, WARRANTIES, STATUTORYOR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDINGSTATUTORY OR OTHERWISE, BUT NOT LIMITED TOOR ARISING FROM COURSE OF DEALING, ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND NON-INFRINGEMENTWARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. COMPANYNOTWITHSTANDING THE FOREGOING, ITS OFFICERSTHESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, DIRECTORSSTATUTORY CONSUMER RIGHTS, EMPLOYEESDAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM COMPANY INTENTIONAL MISCONDUCT, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACYRECKLESSNESS, COMPLETENESSFRAUD, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEGROSS NEGLIGENCE. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST MAXIMUM EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteIN NO EVENT SHALL THE COMPANY PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE, OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, THESE TERMS, OR YOUR MISUSE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE A S S E RT E D L I A B I L I T Y O R D A M A G E S A R E B A S E D O N C O N T R A C T, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL OR EQUITABLE THEORY.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYCLEVER THINGS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AGENTS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYCLEVER THINGS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/AND / OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY CLEVER THINGS, LLC ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYCLEVER THINGS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE PROVIDERS REPRESENTATIVES) WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE, OR THE SERVICES FOUND AT THIS SITE. IN NO EVENT SHALL CLEVER THINGS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND / OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND / OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT CLEVER THINGS, LLC IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS SITE OR THE SERVICES FOUND AT THIS SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL CLEVER THINGS, LLC’S TOTAL AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE PARTICULAR SERVICES THAT ARE THE SUBJECT OF THE CAUSE OF ACTION. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICE OR THE SERVICES FOUND AT THIS SITE. You agree to protect, defend, indemnify and hold harmless Clever Things, LLC and its officers, directors, employees, and agents, from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by Clever Things, LLC directly or indirectly arising from (i) your use of and access to this Site or the Services found at this Site; (ii) your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and / or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement Agreement, or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE NOTWITHSTANDING -------------------------------------------- ANYTHING CONTAINED HEREIN OR IN ANY OTHER OPERATIVE DOCUMENT, THE LESSEE DOES NOT MAKE NOR SHALL THE LESSEE BE DEEMED TO HAVE MADE, AND AGREE THAT YOUR USE THE LESSEE HEREBY DISCLAIMS, ANY REPRESENTATION OR WARRANTY OTHER THAN THOSE REFERRED TO IN THIS SECTION, IN ANY OFFICER'S CERTIFICATE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"THE LESSEE OR EXPRESSLY MADE IN ANY OTHER OPERATIVE DOCUMENT, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, INCLUDINGAS TO THE DESIGN OR CONDITION OF THE FACILITY OR ANY PART THEREOF, BUT NOT LIMITED TOTHE MERCHANTABILITY THEREOF OR THE FITNESS THEREOF FOR ANY PARTICULAR PURPOSE, THE ABILITY OF THE FACILITY OR ANY IMPLIED WARRANTIES PART THEREOF TO PERFORM ANY FUNCTION, THE QUALITY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS THE MATERIALS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSWORKMANSHIP THEREOF OR CONFORMITY THEREOF TO SPECIFICATIONS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, PRESENCE OR CONTENT ABSENCE OF ANY SITES LINKED (THROUGH HYPERLINKSLATENT OR OTHER DEFECTS, BANNER ADVERTISING WHETHER OR OTHERWISE) TO NOT DISCOVERABLE; PROVIDED THAT THE FOREGOING SHALL NOT EXCUSE THE PERFORMANCE BY THE LESSEE OF ITS OBLIGATIONS SET FORTH IN THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE PARTICIPATION AGREEMENT OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO OTHER OPERATIVE DOCUMENT. THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS REPRESENTATION AND WARRANTIES SHALL APPLY TO SURVIVE ANY TERMINATION OR RESCISSION OF THIS PARTICIPATION AGREEMENT AND THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteOTHER OPERATIVE DOCUMENTS.

Appears in 1 contract

Sources: Participation Agreement (Mobil Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE THE PRODUCT SHALL BE AT BEAT YOUR OWN RISK RISK, AND THAT THIS SITE ARE THE PRODUCT IS PROVIDED "AS IS", "AS AVAILABLE" AND "SHALL PERFORM SUBSTANTIALLY IN COMPLIANCE WITH ALL FAULTS"ITS DOCUMENTATION. COMPANYFULL SAIL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTSREPRESENTATIVES, AND AGENTS HEREBY DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, INCLUDING BUT NOT LIMITED TO, ANY EXPRESS WARRANTY ARISING FROM ANYDESCRIPTION OR SPECIFICATION PROVIDED FOR THE PRODUCT (SAVE AND EXCEPT FOR THE DOCUMENTATION), OR ANY SAMPLE OR MODEL PRESENTED TO YOU OR YOUR REPRESENTATIVES, AND ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, SYSTEMSINTEGRATION, ACCURACY, RESULTS OR OUTPUT (SAVE AND NON-INFRINGEMENT. COMPANYEXCEPT AS SET OUT IN THE DOCUMENTATION).FULL SAIL, ITS OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITETHE PRODUCT, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) SITESLINKED TO THIS SITETHE PRODUCT, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.OR

Appears in 1 contract

Sources: Subscriber Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE NOTWITHSTANDING -------------------------------------------- ANYTHING CONTAINED HEREIN OR IN ANY OTHER OPERATIVE DOCUMENT, EACH OF THE CHARTERER AND AGREE THAT YOUR USE ANY AFFILIATES DOES NOT MAKE NOR SHALL EITHER THE CHARTERER OR ANY AFFILIATES BE DEEMED TO HAVE MADE, AND EACH OF THE CHARTERER AND ANY AFFILIATES HEREBY DISCLAIMS, ANY REPRESENTATION OR WARRANTY OTHER THAN THOSE REFERRED TO IN THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"SECTION, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYIN ANY OFFICER'S CERTIFICATE OF THE CHARTERER OR EXPRESSLY MADE IN ANY OTHER OPERATIVE DOCUMENT, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, INCLUDINGAS TO TITLE TO THE VESSEL, BUT NOT LIMITED TOTHE VESSEL'S DESIGN, ANY IMPLIED WARRANTIES OF TITLECONDITION, MERCHANTABILITY, MERCHANTABILITY OR THE VESSEL'S FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYTRADE, ITS OFFICERSTHE ABILITY OF THE VESSEL OR ANY PART THEREOF TO PERFORM ANY FUNCTION, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS THE QUALITY OF THE MATERIALS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSWORKMANSHIP THEREOF OR CONFORMITY THEREOF TO SPECIFICATIONS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, PRESENCE OR CONTENT ABSENCE OF ANY SITES LINKED (THROUGH HYPERLINKSLATENT OR OTHER DEFECTS, BANNER ADVERTISING WHETHER OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE NOT DISCOVERABLE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER WARRANTY OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE REPRESENTATION WHATSOEVER; PROVIDED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING SHALL NOT EXCUSE THE PERFORMANCE BY THE CHARTERER OF ITS OBLIGATIONS SET FORTH IN THIS PARTICIPATION AGREEMENT OR ANY OTHER OPERATIVE DOCUMENT. THIS DISCLAIMER OF REPRESENTATIONS REPRESENTATION AND WARRANTIES SHALL APPLY TO SURVIVE ANY TERMINATION OR RESCISSION OF THIS PARTICIPATION AGREEMENT AND THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteOTHER OPERATIVE DOCUMENTS.

Appears in 1 contract

Sources: Participation Agreement (Mobil Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF EXCEPT AS EXPRESSLY SET FORTH IN THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"AGREEMENT, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THE PARTIES HERETO EACH DISCLAIM ALL WARRANTIESLIABILITY AND RESPONSIBILITY FOR ANY REPRESENTATION, STATUTORYWARRANTY, EXPRESS STATEMENTS OR IMPLIEDCOMMUNICATIONS (ORALLY OR IN WRITING) TO THE OTHER PARTY (INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION CONTAINED IN ANY OPINION, INFORMATION OR ADVICE THAT MAY HAVE BEEN PROVIDED TO ANY SUCH PARTY BY ANY PARTNER, OFFICER, STOCKHOLDER, DIRECTOR, EMPLOYEE, AGENT, CONSULTANT, REPRESENTATIVE OR CONTRACTOR OF SUCH DISCLAIMING PARTY OR ITS AFFILIATES OR ANY ENGINEER OR ENGINEERING FIRM, OR OTHER AGENT, CONSULTANT OR REPRESENTATIVE) WHEREVER AND HOWEVER MADE, INCLUDING, BUT NOT LIMITED TO, THOSE MADE IN ANY DATA ROOM AND ANY SUPPLEMENTS OR AMENDMENTS THERETO OR DURING ANY NEGOTIATIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SELLER MAKES NO REPRESENTATION OR WARRANTY AS TO (A) THE AMOUNT, VALUE, QUALITY, QUANTITY, PRODUCTION OR DELIVERABILITY OF HYDROCARBONS OR RESERVES ATTRIBUTABLE TO THE ASSETS, (B) THE PRESENT OR FUTURE VALUE OF THE ANTICIPATED INCOME, COSTS OR PROFITS DERIVED FROM THE ASSETS OR (C) ANY GEOLOGICAL, ENGINEERING OR OTHER INTERPRETATIONS OR ECONOMIC VALUATIONS. THE ASSETS ARE SOLD WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES WARRANTY OF TITLETITLE EXCEPT AS TO PERSONS CLAIMING BY, MERCHANTABILITYTHROUGH OR UNDER SELLER. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, FITNESS FOR A PARTICULAR PURPOSE ALL OF THE ASSETS AND NON-INFRINGEMENT. COMPANYANY TANGIBLE PERSONAL PROPERTY INCLUDED IN THE ASSETS ARE SOLD "AS IS, ITS OFFICERS, DIRECTORS, EMPLOYEESWHERE IS," WITH ALL FAULTS AND SELLER MAKES NO, AND AGENTS MAKE NO REPRESENTATIONS DISCLAIMS ANY, REPRESENTATION OR WARRANTIES ABOUT WARRANTY, WHETHER EXPRESS OR IMPLIED, AND WHETHER BY COMMON LAW, STATUTE, OR OTHERWISE, AS TO (I) MERCHANTABILITY, (II) FITNESS FOR ANY PARTICULAR PURPOSE, (III) CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR (IV) CONDITION. THE ACCURACYPARTIES AGREE THAT THE PRECEDING DISCLAIMERS OF WARRANTY ARE "CONSPICUOUS" DISCLAIMERS FOR PURPOSES OF ANY APPLICABLE LAW, COMPLETENESSRULE OR ORDER. THE BUYER HAS CONDUCTED, OR CONTENT PRIOR TO THE CLOSING WILL CONDUCT, SUCH INVESTIGATIONS WITH RESPECT TO THE ASSETS AS THE BUYER DEEMS ADVISABLE, AND HAS SATISFIED, OR PRIOR TO THE CLOSING WILL SATISFY ITSELF WITH RESPECT TO THE ASSETS, ANY SELLER PERSONAL PROPERTY AND THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE BUYER SHALL AND HEREBY RELEASES THE SELLER FROM, AND WAIVES ANY CLAIM AGAINST THE SELLER FOR, ANY LIABILITY OR OBLIGATION REGARDING OR FOR ANY AND ALL ENVIRONMENTAL CONDITIONS OR HAZARDOUS MATERIALS ON OR ABOUT THE SUBJECT PROPERTY. FURTHER, NOTWITHSTANDING ANY OTHER TERM OR CONDITION OF THIS SITEAGREEMENT, THE BUYER SHALL AND HEREBY RELEASES THE SELLER FROM, AND WAIVES ANY CLAIM AGAINST THE SELLER FOR, ANY LIABILITY OR OBLIGATION REGARDING OR FOR ANY AND ALL ENVIRONMENTAL CONDITION OR HAZARDOUS MATERIAL ON OR ABOUT THE SUBJECT PROPERTY. FOR THE PURPOSES OF THIS AGREEMENT, "ENVIRONMENTAL CONDITION" MEANS (I) CONTAMINATION OR POLLUTION OF SOIL, AIR, OR SURFACE OR GROUNDWATERS, (II) THE ACCURACYDISPOSAL, COMPLETENESSPLACEMENT, EXISTENCE, PRESENCE OR RELEASE OR THREAT OF RELEASE OF A HAZARDOUS MATERIAL AND THE AFFECT THEREOF, (III) NONCOMPLIANCE WITH OR VIOLATION OF APPLICABLE LAW INCLUDING, WITHOUT LIMITATION, ANY LACK OR REQUIRED GOVERNMENTAL PERMITS OR APPROVALS, "HAZARDOUS MATERIAL" MEANS (I) ANY SUBSTANCE, THE PRESENCE OF WHICH REQUIRES INVESTIGATION, REMEDIATION, OR CONTENT OF OTHER RESPONSE OR CORRECTIVE ACTION UNDER APPLICABLE LAW, OR (II) ANY SITES LINKED (THROUGH HYPERLINKSSUBSTANCE WHICH IS DEFINED AS A HAZARDOUS WASTE, BANNER ADVERTISING HAZARDOUS SUBSTANCE, EXTREMELY HAZARDOUS SUBSTANCE, HAZARDOUS MATERIAL, HAZARDOUS MATTER, HAZARDOUS CHEMICAL, TOXIC SUBSTANCE, TOXIC CHEMICAL, POLLUTANT OR OTHERWISE) CONTAMINANT, OR OTHER SIMILAR TERM, IN OR PURSUANT TO THIS SITEAPPLICABLE LAW, AND/OR (III) THE SERVICES FOUND AT THIS SITE ANY ASBESTOS OR ANY SITES LINKED (THROUGH HYPERLINKSASBESTOS-CONTAINING MATERIAL, BANNER ADVERTISING PCBS OR OTHERWISE) TO THIS SITEEQUIPMENT OR ARTICLES CONTAINING PCBS, PETROLEUM, DIESEL FUEL, GASOLINE OR OTHER PETROLEUM HYDROCARBONS, AND COMPANY ASSUMES NO LIABILITY "APPLICABLE LAW" MEANS ALL EXISTING FEDERAL, STATE OR RESPONSIBILITY FOR LOCAL LAWS, COMMON LAW, STATUTES OR REGULATIONS, INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO THE SAME. IN ADDITIONPROTECTION OF HUMAN HEALTH AND SAFETY, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESPROTECTION OF THE ENVIRONMENT, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY PREVENTION OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SitePOLLUTION.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Bill Barrett Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS MAY EXPRESSLY BE SET FORTH HEREIN, IN ANY ANCILLARY AGREEMENT, IN THE RESTRUCTURING AGREEMENT OR IN ANY OTHER TRANSACTION AGREEMENT, (A) NONE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"TWE, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYHOLDCO OR ANY OTHER PERSON MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE BUSINESS, BUT NOT LIMITED TOASSETS, CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ASSETS, BUSINESSES OR LIABILITIES OF TWE, HOLDCO, THE TWE NON-BROADBAND GROUP OR THE TWE BROADBAND GROUP; (B) ALL OF THE ASSETS TO BE RETAINED OR TRANSFERRED OR THE LIABILITIES TO BE RETAINED, ASSUMED OR TRANSFERRED IN ACCORDANCE WITH THIS AGREEMENT SHALL BE TRANSFERRED OR ASSUMED ON AN "AS IS, WHERE IS BASIS," AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR SPECIFIC PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESOR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IC) THE ACCURACYNONE OF TWE, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE HOLDCO OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE ENTERING INTO OF THIS SITE AGREEMENT OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTRANSACTIONS CONTEMPLATED HEREBY.

Appears in 1 contract

Sources: Distribution Agreement (Aol Time Warner Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYMCOHOSTING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD-PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-NON- INFRINGEMENT. COMPANYMCOHOSTING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY MCOHOSTING ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANYMCOHOSTING, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and AND shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Universal Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU EXCEPT AS SPECIFICALLY ACKNOWLEDGE SET FORTH IN THE ASSIGNMENT AND AGREE THAT YOUR USE ▇▇▇▇ OF THIS SITE SHALL BE AT YOUR OWN RISK SALE OR IN THE DEED, (A) SOPUS IS CONTRIBUTING AND THAT THIS SITE ARE PROVIDED "AS TRITON IS ACQUIRING THE TERMINAL ASSETS ON AN “AS-IS"” AND “WHERE-IS” BASIS, "AS AVAILABLE" WITHOUT ANY REPRESENTATIONS OR WARRANTIES CONCERNING THE TERMINAL ASSETS (EXPRESS, IMPLIED OR STATUTORY), AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS (B) NO PARTY HAS MADE AND IS NOT MAKING ANY REPRESENTATION OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYPURPOSE, ITS OFFICERS, DIRECTORS, EMPLOYEESMERCHANTABILITY OR OTHERWISE WITH REGARD TO THE TERMINAL ASSETS, AND AGENTS MAKE NO REPRESENTATIONS EACH PARTY HAS EXPRESSLY DISCLAIMED ANY WARRANTIES (EXPRESS, IMPLIED OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITESTATUTORY), (IIC) THE ACCURACYTRITON IS NOT RELYING ON (AND EXPRESSLY DISCLAIMS ANY RELIANCE ON) ANY STATEMENT, COMPLETENESS, PROMISE OR CONTENT EXTRA-CONTRACTUAL REPRESENTATION OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OTHER PARTY OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING AGENT OR OTHERWISE) TO THIS SITEEMPLOYEE OF SUCH OTHER PARTY, AND COMPANY ASSUMES (D) NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL HAS NOR DOES SUCH PARTY WARRANTY DESCRIPTION (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND OTHER THAN WITH RESPECT TO THIS SITE REAL PROPERTY), VALUE, QUALITY OR CONDITION OF ANY OF THE SERVICES FOUND AT THIS SITETERMINAL ASSETS (INCLUDING STORAGE TANKS, AND USERS SHOULD NOT RELY PIPELINES, LOADING FACILITIES, APPURTENANT OR ASSOCIATED EQUIPMENT OR OTHER REAL OR PERSONAL PROPERTY LOCATED ON ANY SUCH INFORMATION OR ADVICE. INCLUDED IN THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTERMINAL ASSETS.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Shell Midstream Partners, L.P.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS MAY EXPRESSLY BE SET FORTH IN ARTICLE 3 (INCLUDING THE SCHEDULES THERETO) OF THIS SITE SHALL BE AT YOUR OWN RISK AGREEMENT OR IN ANY OTHER TRANSACTION DOCUMENT, (A) SELLER DISCLAIMS AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYDOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOWITH RESPECT TO THE ACQUIRED ASSETS, ANY OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ACQUIRED ASSETS (INCLUDING WITH RESPECT TO (1) THE ACCURACY OR COMPLETENESS OF ANY INFORMATION REGARDING THE ACQUIRED ASSETS FURNISHED OR MADE AVAILABLE TO PURCHASER AND ITS REPRESENTATIVES, AND/OR (2) THAT THE ACQUIRED ASSETS ARE DELIVERED FREE OR RIGHTFUL CLAIM OF ANY THIRD PERSON AND (B) ALL OF THE ACQUIRED ASSETS TO BE TRANSFERRED OR THE ACQUIRED LIABILITIES TO BE ASSUMED OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN ACCORDANCE WITH THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT SHALL BE TRANSFERRED OR ASSUMED ON AN “AS IS, WHERE IS” BASIS, AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED. PURCHASER, TOGETHER WITH ITS ADVISORS, HAS MADE ITS OWN INVESTIGATION OF THE ACQUIRED ASSETS AND NON-INFRINGEMENT. COMPANYIS NOT RELYING ON ANY WARRANTIES, EXPRESS OR IMPLIED, PROVIDED ORALLY OR CONTAINED IN ANY MATERIALS PROVIDED BY SELLER OR ANY OF ITS OFFICERSAFFILIATES OR ANY OF THEIR RESPECTIVE REPRESENTATIVES OR OTHERWISE (INCLUDING ANY ITEMS MADE AVAILABLE TO PURCHASER IN THE ELECTRONIC DOCUMENTATION SITE ESTABLISHED BY SELLER, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT OTHER THAN AS EXPRESSLY PROVIDED IN ARTICLE 3 (IINCLUDING THE SCHEDULES THERETO) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITEAGREEMENT, IN DECIDING TO ENTER INTO THIS AGREEMENT OR THE OTHER TRANSACTION DOCUMENTS AND CLOSE THE TRANSACTIONS CONTEMPLATED HEREIN AND THEREIN. EXCEPT AS MAY BE EXPRESSLY SET FORTH IN ARTICLE 3 OF THIS AGREEMENT (IIINCLUDING THE SCHEDULES THERETO) OR IN ANY OTHER TRANSACTION DOCUMENT, NONE OF THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE PARTIES OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE ENTERING INTO OF THIS SITE AGREEMENT OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OTHER TRANSACTION DOCUMENTS OR ADVICETHE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY NOTWITHSTANDING ANYTHING TO THE FULLEST EXTENT PERMITTED BY LAWCONTRARY CONTAINED HEREIN, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteNOTHING IN THIS SECTION 4.6 SHALL LIMIT THE RIGHT OF PURCHASER TO SEEK ANY AVAILABLE REMEDY FOR INTENTIONAL FRAUD.

Appears in 1 contract

Sources: Asset Purchase Agreement (SAExploration Holdings, Inc.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE PURCHASER ACKNOWLEDGES THAT PURCHASER HAS BEEN GIVEN THE OPPORTUNITY TO EXAMINE ALL ASPECTS OF THE REAL PROPERTY AND AGREE THAT YOUR USE OTHER ASSETS AND TO REVIEW ALL FILES CONCERNING THE LOCATION MAINTAINED BY SELLER AND ITS ENVIRONMENTAL CONSULTANTS AND ALL STATE AGENCIES HAVING JURISDICTION OVER THE LOCATION BEFORE PURCHASER’S EXECUTION AND DELIVERY OF THIS SITE AGREEMENT. ACCORDINGLY, PURCHASER AGREES THAT THE ASSETS SHALL BE AT YOUR OWN RISK SOLD AND THAT THIS SITE ARE PROVIDED "PURCHASER SHALL ACCEPT POSSESSION OF THE ASSETS AT CLOSING STRICTLY ON AN “AS IS", "AS AVAILABLE" AND "WHERE IS, WITH ALL FAULTS". COMPANY” BASIS, ITS OFFICERSWITH NO RIGHT OF SET-OFF OR REDUCTION IN THE TOTAL CONSIDERATION EXCEPT FOR ADJUSTMENTS EXPRESSLY CONTEMPLATED AND SET FORTH IN WRITING BY THIS AGREEMENT AND THAT, DIRECTORSEXCEPT FOR SELLER’S LIMITED REPRESENTATIONS SET FORTH IN ARTICLE V HEREOF, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYTHE SALE OF ASSETS AND OTHER TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT SHALL BE WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDINGINCLUDING ANY WARRANTY OF INCOME POTENTIAL, BUT NOT LIMITED TOOPERATING EXPENSES, ANY IMPLIED WARRANTIES OF TITLEUSES, MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESPURPOSE, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, SELLER DOES HEREBY DISCLAIM AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON RENOUNCE ANY SUCH INFORMATION REPRESENTATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteWARRANTY.

Appears in 1 contract

Sources: Asset Purchase Agreement

Disclaimer of Representations and Warranties. YOUR ACCESS TO AND USE OF THE SITE IS AT YOUR SOLE RISK. YOU SPECIFICALLY ACKNOWLEDGE UNDERSTAND AND AGREE THAT YOUR USE OF THIS THE SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ALL MATERIAL AND CONTENT CONTAINED ON IT ARE PROVIDED "DISTRIBUTED “AS IS", ",” “AS AVAILABLE" AND ",” “WITH ALL FAULTS". COMPANY” AND WITHOUT WARRANTIES OF ANY KIND, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, WHETHER NOW KNOWN OR HEREAFTER ENACTED, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF TITLEMERCHANTABILITY, MERCHANTABILITYNON-INFRINGEMENT OF ANY THIRD PARTY RIGHT, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSPURPOSE, OR CONTENT THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF THIS SITEDEALING, (II) THE ACCURACY, COMPLETENESSCOURSE OF PERFORMANCE, OR CONTENT USAGE OF ANY SITES LINKED (THROUGH HYPERLINKSTRADE. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) SO THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD ABOVE EXCLUSION MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED YOU. YOU MAY HAVE OTHER RIGHTS WHICH VARY BY LAWJURISDICTION. Therefore, to the fullest extent permissible by law, Company and its parent(s), subsidiaries and affiliates and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and shall survive assigns (collectively, “Company Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, as to: (a) the Site (including the Content and the User-Generated Content); (b) the functions, features, or any termination other elements on, or expiration made accessible through, the Site; (c) any products, services, or instructions offered or referenced at or linked through the Site; (d) security associated with the transmission of this Agreement your User-Generated Content transmitted to Company or via the Site; (e) whether the Site or the servers that make the Site available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your Device); (f) whether the information (including any instructions) on the Site is accurate, complete, correct, adequate, useful, timely, or reliable; (g) whether any defects to or errors on the Site will be repaired or corrected; (h) whether your access to the Site will be uninterrupted; (i) whether the Site will be available at any particular time or location; and (j) whether your use of this the Site or the Services found at this Siteis lawful in any particular jurisdiction.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU 16.1. CUSTOMER AGREES TO USE ALL PRODUCTS AND ANY INFORMATION OBTAINED THROUGH OR FROM COMPANY, AT CUSTOMER’S OWN RISK. CUSTOMER ACKNOWLEDGES AND AGREES THAT COMPANY EXERCISES NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY FOR THE CONTENT OF THE INFORMATION PASSING THROUGH COMPANY’S HOST COMPUTERS, NETWORK HUBS AND POINTS OF PRESENCE OR THE INTERNET. CUSTOMER SPECIFICALLY ACKNOWLEDGE ACKNOWLEDGES AND AGREE AGREES THAT YOUR CUSTOMER’S USE OF THIS SITE SHALL BE AT YOUR OWN RISK THE WEBSITES AND THAT THIS SITE ARE PRODUCTS PROVIDED "ON AN “AS-IS,” “AS IS", "AS AVAILABLE" AVAILABLE BASIS,” AND "WITH ALL FAULTS".” 16.2. COMPANY, ITS PARENT, SUBSIDIARY OR AFFILIATED CORPORATIONS, OR ANY OF ITS RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, EMPLOYEESSHAREHOLDERS, AFFILIATES, AGENTS, ATTORNEYS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE (EACH, A “COMPANY PERSON”) DISCLAIM ALL WARRANTIESWARRANTIES OF ANY KIND, EITHER STATUTORY, EXPRESS EXPRESSED OR IMPLIED, INCLUDING, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED TO WARRANTIES OF TITLE, MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND PURPOSE, OR NON-INFRINGEMENT, FOR THE PRODUCTS OR ANY EQUIPMENT COMPANY PROVIDES. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS NO COMPANY PERSON MAKES ANY WARRANTIES THAT THE PRODUCTS WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE NO REPRESENTATIONS ANY WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCT OR WARRANTIES ABOUT (I) AS TO THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, RELIABILITY OR CONTENT OF ANY SITES LINKED (INFORMATION, PRODUCT, SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH HYPERLINKSTHE PRODUCTS. COMPANY IS NOT LIABLE, BANNER ADVERTISING AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR OTHERWISE) TO THIS SITE, AND/FROM CUSTOMER OR (III) THE SERVICES FOUND AT THIS SITE STORED BY CUSTOMER OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR OF CUSTOMER’S CUSTOMERS VIA THE SAMEPRODUCTS. 16.3. IN ADDITION, YOU CUSTOMER SPECIFICALLY ACKNOWLEDGE AND AGREE AGREES THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTSAGENTS (INCLUDING WITHOUT LIMITATION, ITS CALL CENTER REPRESENTATIVES), AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE THE WEBSITES OR THE SERVICES FOUND AT THIS SITEPRODUCTS, AND USERS CUSTOMER SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. 16.4. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteLAW AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THE AGREEMENTS OR CUSTOMER’S USE OF THE WEBSITES OR THE PRODUCTS.

Appears in 1 contract

Sources: Terms and Conditions

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE BUYER AGREES THAT BUYER WILL PERFORM APPROPRIATE, THOROUGH, CUSTOMARY AND AGREE ADEQUATE EXAMINATIONS AND INVESTIGATIONS OF THE PARTNERSHIP AND PROPERTY PRIOR TO THE EXPIRATION OF THE INSPECTION PERIOD. BUYER HEREBY REPRESENTS THAT YOUR USE BUYER IS A SOPHISTICATED DEVELOPER, BUYER AND OPERATOR OF PROPERTY, AND THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS SITE SHALL BE AT YOUR OWN RISK AGREEMENT HEREOF, BUYER WILL RELY SOLELY UPON ITS EXAMINATIONS AND THAT INSPECTIONS IN PURCHASING THE PARTNERSHIP INTERESTS. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS SITE ARE PROVIDED "AS IS"AGREEMENT, "AS AVAILABLE" SELLERS HAVE NOT MADE AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, WITH RESPECT TO THE QUALITY, PATENT OR LATENT PHYSICAL OR ENVIRONMENTAL CONDITION, EXPENSES, LEGAL STATUS, ZONING, TAX CONSEQUENCES, UTILITIES, OPERATIONS, HISTORY OR PROJECTIONS, COMPLIANCE WITH LAWS, VALUE OR UTILITY OF THE PARTNERSHIP OR PROPERTY OR ANY OTHER MATTER OR THING AFFECTING OR RELATED TO THE PARTNERSHIP, THE PROPERTY OR THIS AGREEMENT (INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLEHABITABILITY, MERCHANTABILITY, MERCHANTABILITY AND/OR OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE), WHICH MIGHT BE PERTINENT IN CONSIDERING WHETHER TO PURCHASE THE PARTNERSHIP INTERESTS OR TO ENTER INTO THIS AGREEMENT; AND NON-INFRINGEMENTBUYER HEREBY EXPRESSLY ACKNOWLEDGES THAT NO SUCH REPRESENTATIONS OR WARRANTIES (EXPRESS OR IMPLIED) HAVE BEEN MADE. COMPANYSELLERS ARE NOT LIABLE OR BOUND IN ANY MANNER BY ANY REPRESENTATIONS OR WARRANTIES, ITS EITHER EXPRESS OR IMPLIED, GUARANTEES, OR ANY PROMISES, STATEMENTS, REPRESENTATIONS OR INFORMATION PERTAINING TO THE PARTNERSHIP, PROPERTY OR THE VALUE THEREOF, MADE OR FURNISHED BY ANY BROKER, AGENT, EMPLOYEE, SERVANT OR OTHER PERSON REPRESENTING OR PURPORTING TO REPRESENT SELLERS. BUYER REPRESENTS TO SELLERS THAT BUYER HAS CONDUCTED, OR WILL CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF THE PARTNERSHIP AND PROPERTY, INCLUDING THE PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AS BUYER DEEMS NECESSARY OR APPROPRIATE TO SATISFY ITSELF AS TO THE CONDITION OF THE PARTNERSHIP AND PROPERTY AND THE EXISTENCE OR NONEXISTENCE OR CURATIVE ACTION TO BE TAKEN WITH RESPECT TO ANY HAZARDOUS OR TOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY, AND WILL RELY SOLELY UPON SUCH INVESTIGATIONS AND NOT UPON ANY INFORMATION PROVIDED BY OR ON BEHALF OF SELLERS OR THEIR AGENTS OR EMPLOYEES WITH RESPECT THERETO, OTHER THAN SUCH REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLERS EXPRESSLY SET FORTH IN THIS AGREEMENT. UPON CLOSING, BUYER WILL ASSUME THE RISK THAT ADVERSE MATTERS, INCLUDING CONSTRUCTION DEFECTS AND ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS (INCLUDING, WITHOUT LIMITATION, THE EXISTENCE OF MOLD, MILDEW AND OTHER BIOLOGICAL TOXINS OR HAZARDOUS SUBSTANCES), MAY NOT HAVE BEEN REVEALED BY BUYER'S INVESTIGATIONS, AND BUYER, UPON CLOSING, WILL BE DEEMED TO HAVE WAIVED, RELINQUISHED AND RELEASED SELLERS (AND SELLERS' OFFICERS, DIRECTORS, EMPLOYEESPARTNERS, BENEFICIAL OWNERS, EMPLOYEES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT AGENTS) FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION (IINCLUDING CAUSES OF ACTION IN TORT), LOSSES, DAMAGES, LIABILITIES, COSTS AND EXPENSES (INCLUDING ATTORNEYS' FEES AND COURT COSTS) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED AND EVERY KIND OR CHARACTER, KNOWN OR UNKNOWN, WHICH BUYER MIGHT HAVE ASSERTED OR ALLEGED AGAINST SELLERS (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS SELLERS' OFFICERS, DIRECTORS, EMPLOYEESPARTNERS, BENEFICIAL OWNERS, EMPLOYEES AND AGENTS) AT ANY TIME BY REASON OF OR AGENTSARISING OUT OF ANY LATENT OR PATENT CONSTRUCTION DEFECTS OR PHYSICAL AND ENVIRONMENTAL CONDITIONS, VIOLATIONS OF ANY APPLICABLE LAWS (INCLUDING, WITHOUT LIMITATION, ANY AND ALL ENVIRONMENTAL LAWS) AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES OR MATTERS REGARDING THE PARTNERSHIP INTERESTS OR THE PROPERTY, EXCEPT TO THE EXTENT ACTIONABLE AS A BREACH OF AN EXPRESS REPRESENTATION BY ANY SELLER PURSUANT TO THIS AGREEMENT. BUYER AGREES THAT SHOULD ANY CLEANUP, REMEDIATION OR REMOVAL OF HAZARDOUS SUBSTANCES OR OTHER ENVIRONMENTAL CONDITIONS ON THE PROPERTY BE REQUIRED UNDER ENVIRONMENTAL LAWS OR OTHERWISE AFTER THE DATE OF CLOSING, SUCH CLEAN-UP, REMOVAL OR REMEDIATION WILL NOT BE THE RESPONSIBILITY OF, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE BE PERFORMED AT NO COST TO, SELLERS EXCEPT TO THE EXTENT ACTIONABLE AS A WARRANTY BREACH OF AN EXPRESS REPRESENTATION BY ANY KIND WITH RESPECT SELLER PURSUANT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAGREEMENT.

Appears in 1 contract

Sources: Agreement of Sale of Partnership Interests (CRT Properties Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-NON- INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Service Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXPRESSLY UNDERSTAND AND AGREE THAT THAT: YOUR USE OF THIS SITE SHALL BE THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE IS AT YOUR OWN RISK AND THAT THIS SITE ARE SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS", " AND "AS AVAILABLE" BASIS. MDG AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIESWARRANTIES OF ANY KIND AS TO THE SERVICE AND ALL INFORMATION, STATUTORYPRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. MDG AND ITS SERVICE PROVIDERS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MDG OR ITS SERVICE PROVIDERS THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. YOU AGREE THAT NEITHER MDG OR ITS SERVICE PROVIDERS NOR ANY OF THEIR AFFILIATES, ACCOUNT PROVIDERS OR ANY OF THEIR AFFILIATES WILL BE LIABLE FOR ANY ▇▇▇▇▇, WHICH LAWYERS AND COURTS OFTEN CALL DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF MDG OR ITS SERVICE PROVIDERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF GETTING SUBSTITUTE GOODS AND SERVICES, (iii) ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (iv) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (v) STATEMENTS OR CONDUCT OF ANYONE ON THE SERVICE; (vi) THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE OR NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT PERFORMANCE OF THIS ANY THIRD PARTY ACCOUNT PROVIDER SITE, (II) EVEN IF THE ACCURACY, COMPLETENESS, OR CONTENT PROVIDER HAS BEEN ADVISED PREVIOUSLY OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/THE POSSIBILITY OF SUCH DAMAGES; OR (IIIvii) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY OTHER MATTER RELATING TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteSERVICE.

Appears in 1 contract

Sources: Online Bank Verification Terms and Conditions

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EACH OF CPE AND AGREE THAT YOUR USE CPE LLC (ON BEHALF OF THEMSELVES AND EACH MEMBER OF THE CLOUD PEAK GROUP) AND RTEA AND KMS (ON BEHALF OF THEMSELVES AND EACH MEMBER OF THE RTEA GROUP) UNDERSTANDS AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN OR IN ANY TRANSACTION DOCUMENT, NO PARTY TO THIS SITE SHALL AGREEMENT, ANY TRANSACTION DOCUMENT OR ANY OTHER AGREEMENT OR DOCUMENT CONTEMPLATED BY THIS AGREEMENT, ANY TRANSACTION DOCUMENT OR OTHERWISE, IS REPRESENTING OR WARRANTING IN ANY WAY AS TO THE ASSETS, BUSINESSES OR LIABILITIES ACQUIRED AS CONTEMPLATED HEREBY OR THEREBY AND EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY FOR FITNESS FOR ANY PARTICULAR PURPOSE. EXCEPT AS MAY EXPRESSLY BE AT YOUR OWN RISK AND THAT THIS SITE SET FORTH HEREIN OR IN ANY TRANSACTION DOCUMENT, ALL SUCH ASSETS ARE PROVIDED "BEING ACQUIRED ON AN “AS IS",” “WHERE IS” BASIS (AND, "AS AVAILABLE" IN THE CASE OF ANY REAL PROPERTY, BY MEANS OF A QUITCLAIM OR SIMILAR FORM DEED OR CONVEYANCE) AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE THE RESPECTIVE ACQUIRORS SHALL BEAR THE ECONOMIC AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT LEGAL RISKS THAT (I) ANY CONVEYANCE SHALL PROVE TO BE INSUFFICIENT TO VEST IN THE ACCURACYACQUIROR GOOD TITLE, COMPLETENESS, FREE AND CLEAR OF ANY SECURITY INTEREST OR CONTENT OF THIS SITE, OTHER ENCUMBRANCE AND (II) THE ACCURACY, COMPLETENESS, ANY NECESSARY CONSENTS OR CONTENT GOVERNMENTAL APPROVALS ARE NOT OBTAINED OR THAT ANY REQUIREMENTS OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING LAWS OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD JUDGMENTS ARE NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteCOMPLIED WITH.

Appears in 1 contract

Sources: Master Separation Agreement (Cloud Peak Energy Inc.)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF THIS SITE A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT EACH OF THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER THE OWNER PARTICIPANT NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) EACH OF THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND NEITHER THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYANY WARRANTY OR REPRESENTATION, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participant, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 1 contract

Sources: Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. THE APPLICATION IS PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED ON AN "AS IS", ," "AS AVAILABLE," AND "WITH ALL FAULTS"" BASIS. COMPANY, NEITHER INTRVYL NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEESMANAGERS, AGENTSEMPLOYEES OR AGENTS (COLLECTIVELY, DISCLAIM ALL WARRANTIESTHE "INTRVYL PARTIES") MAKE ANY REPRESENTATIONS, STATUTORYWARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR APPLICATION, WHETHER EXPRESS OR IMPLIED, INCLUDINGSTATUTORY OR OTHERWISE, BUT NOT LIMITED TOOR ARISING FROM COURSE OF DEALING, ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENTFREEDOM FROM COMPUTER VIRUS. COMPANYBY ACCESSING OR USING THE APPLICATION YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE APPLICATION. NOTWITHSTANDING THE FOREGOING, ITS OFFICERSTHESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, DIRECTORSSTATUTORY CONSUMER RIGHTS, EMPLOYEESDAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM INTRVYL INTENTIONAL MISCONDUCT, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACYRECKLESSNESS, COMPLETENESSFRAUD, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteGROSS NEGLIGENCE.

Appears in 1 contract

Sources: End User License Agreement

Disclaimer of Representations and Warranties. THE SITES, MEDICARE SUGGEST, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND ALL OTHER SERVICES AND PRODUCTS ASSOCIATED WITH MEDICARE SUGGEST OR PROVIDED THROUGH MEDICARE SUGGEST (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE ON AN “AS-IS” AND “AS AVAILABLE” BASIS. MILLIMAN AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITES OR OF MEDICARE SUGGEST. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE SHALL BE THE SITES AND MEDICARE SUGGEST IS AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"SOLE RISK. NEITHER MILLIMAN OR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYWARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, INCLUDINGREGARDING THE ACCURACY, BUT RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SITES OR OF MEDICARE SUGGEST (WHETHER OR NOT LIMITED TOSPONSORED), AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENTPURPOSE. COMPANYNEITHER MILLIMAN OR ITS SUPPLIERS MAKE ANY REPRESENTATION, ITS OFFICERSWARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH MEDICARE SUGGEST IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, DIRECTORSSURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS DATA OR PERSONAL INFORMATION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES ABOUT (I) OR THE ACCURACY, COMPLETENESS, LIMITATION OR CONTENT EXCLUSION OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, LIABILITY FOR INCIDENTAL OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMECONSEQUENTIAL DAMAGES. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY STATES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF EXCEPT AS EXPRESSLY SET FORTH IN THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"AGREEMENT, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THE PARTIES HERETO EACH DISCLAIM ALL WARRANTIESLIABILITY AND RESPONSIBILITY FOR ANY REPRESENTATION, STATUTORYWARRANTY, EXPRESS STATEMENT OR IMPLIEDCOMMUNICATION (ORALLY OR IN WRITING) TO THE OTHER PARTY (INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION CONTAINED IN ANY OPINION, INFORMATION OR ADVICE THAT MAY HAVE BEEN PROVIDED TO ANY SUCH PARTY BY ANY OFFICER, STOCKHOLDER, DIRECTOR, EMPLOYEE, AGENT, CONSULTANT, REPRESENTATIVE OR CONTRACTOR OF SUCH DISCLAIMING PARTY OR ITS AFFILIATES OR ANY ENGINEER OR ENGINEERING FIRM, OR OTHER AGENT, CONSULTANT OR REPRESENTATIVE) WHEREVER AND HOWEVER MADE, INCLUDING, BUT NOT LIMITED TO, THOSE MADE IN ANY DATA ROOM OR DATA DOCUMENTS AND ANY SUPPLEMENTS OR AMENDMENTS THERETO OR DURING ANY NEGOTIATIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SELLER MAKES NO REPRESENTATION OR WARRANTY AS TO (A) THE AMOUNT, VALUE, QUALITY OR DELIVERABILITY OF HYDROCARBONS OR RESERVES ATTRIBUTABLE TO THE ASSETS OR (B) ANY GEOLOGICAL, ENGINEERING OR OTHER INTERPRETATIONS OR ECONOMIC VALUATION. THE ASSETS ARE SOLD WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES WARRANTY OF TITLETITLE EXCEPT AS TO PERSONS CLAIMING BY, MERCHANTABILITYTHROUGH OR UNDER SELLER. ALL TANGIBLE PERSONAL PROPERTY INCLUDED IN THE ASSETS IS SOLD “AS IS, FITNESS FOR A PARTICULAR PURPOSE WHERE IS,” AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESSELLER MAKES NO, AND AGENTS MAKE NO REPRESENTATIONS DISCLAIMS ANY, REPRESENTATION OR WARRANTIES ABOUT WARRANTY, WHETHER EXPRESS OR IMPLIED, AND WHETHER BY COMMON LAW, STATUTE, OR OTHERWISE, AS TO (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITEMERCHANTABILITY, (II) THE ACCURACYFITNESS FOR ANY PARTICULAR PURPOSE, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR (IV) CONDITION. THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND PARTIES AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A THE PRECEDING DISCLAIMERS OF WARRANTY ARE “CONSPICUOUS” DISCLAIMERS FOR PURPOSES OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteRULE OR ORDER.

Appears in 1 contract

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

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE OPTIONEE AGREES THAT THE PROPERTY IS BEING DELIVERED BY PORT AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "ACCEPTED BY OPTIONEE IN ITS AS IS", "AS AVAILABLE" AND "IS WITH ALL FAULTS"FAULTS CONDITION. COMPANYOPTIONEE REPRESENTS AND WARRANTS TO PORT THAT OPTIONEE HAS RECEIVED AND REVIEWED PORT’S RECORDS. OPTIONEE SPECIFICALLY ACKNOWLEDGES AND AGREES THAT NEITHER THE CITY, ITS OFFICERSINCLUDING PORT, DIRECTORSNOR ANY OF THE OTHER INDEMNIFIED PARTIES, EMPLOYEESHAS MADE, AGENTSAND THERE IS HEREBY DISCLAIMED, DISCLAIM ALL WARRANTIES, STATUTORYANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKSKIND, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE THE CONDITION IN, ON, UNDER, OR PERTAINING TO THE PROPERTY, THE SUITABILITY OR FITNESS OF THE PROPERTY OR APPURTENANCES TO THE PROPERTY FOR THE DEVELOPMENT, USE OR OPERATION OF THE INITIAL IMPROVEMENTS, ANY COMPLIANCE WITH LAWS OR APPLICABLE LAND USE OR ZONING REGULATIONS, ANY MATTER AFFECTING THE USE, VALUE, OCCUPANCY OR ENJOYMENT OF THE PROPERTY, THE ACCURACY OF PORT’S RECORDS, OR ANY OTHER MATTER WHATSOEVER PERTAINING TO THE PROPERTY OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SitePROPOSED PROJECT.

Appears in 1 contract

Sources: Option Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF THIS SITE A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER THE OWNER PARTICIPANT NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND NEITHER THE LESSOR (IN ITS INDIVIDUAL CAPACITY OR AS OWNER TRUSTEE), THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYANY WARRANTY OR REPRESENTATION, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participant, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 1 contract

Sources: Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. AS PERMITTED BY APPLICABLE LAW, YOUR ACCESS TO AND USE OF THE SITE IS AT YOUR SOLE RISK. YOU SPECIFICALLY ACKNOWLEDGE UNDERSTAND AND AGREE THAT YOUR USE OF THIS THE SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ALL MATERIAL AND CONTENT CONTAINED ON IT ARE PROVIDED "DISTRIBUTED “AS IS", ",” “AS AVAILABLE" AND ",” “WITH ALL FAULTS". COMPANY” AND WITHOUT WARRANTIES OF ANY KIND, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED, WHETHER NOW KNOWN OR HEREAFTER ENACTED, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF TITLEMERCHANTABILITY, MERCHANTABILITYNON- INFRINGEMENT OF ANY THIRD PARTY RIGHT, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESSPURPOSE, OR CONTENT THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF THIS SITEDEALING, (II) THE ACCURACY, COMPLETENESSCOURSE OF PERFORMANCE, OR CONTENT USAGE OF ANY SITES LINKED (THROUGH HYPERLINKSTRADE. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) SO THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD ABOVE EXCLUSION MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED YOU. YOU MAY HAVE OTHER RIGHTS WHICH VARY BY LAWJURISDICTION. Therefore, to the fullest extent permissible by law, Company and its parent(s), subsidiaries and affiliates and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and shall survive assigns (collectively, “Company Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, as to: (a) the Site (including the Content and the User-Generated Content); (b) the functions, features, or any termination other elements on, or expiration made accessible through, the Site; (c) any products, services, or instructions offered or referenced at or linked through the Site; (d) security associated with the transmission of this Agreement your User-Generated Content transmitted to Company or via the Site; (e) whether the Site or the servers that make the Site available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your Device); (f) whether the information (including any instructions) on the Site is accurate, complete, correct, adequate, useful, timely, or reliable; (g) whether any defects to or errors on the Site will be repaired or corrected; (h) whether your access to the Site will be uninterrupted; (i) whether the Site will be available at any particular time or location; and (j) whether your use of this the Site or the Services found at this Siteis lawful in any particular jurisdiction.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXCEPT AS EXPRESSLY SET FORTH IN THIS ARTICLE 3, THE LOANS ARE BEING SOLD AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "ASSIGNED “AS IS"” WITHOUT ANY RECOURSE, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYREPRESENTATION OR WARRANTY OF ANY KIND OR NATURE, EXPRESS OR IMPLIED. EACH OF THE PARTIES HERETO ACKNOWLEDGES AND AGREES THAT, INCLUDINGEXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS ARTICLE, BUT THE PARTIES HAVE NOT LIMITED TOMADE, DO NOT MAKE AND SPECIFICALLY NEGATE AND DISCLAIM ANY IMPLIED WARRANTIES OF TITLEREPRESENTATIONS, MERCHANTABILITYWARRANTIES, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYPROMISES, ITS OFFICERSCOVENANTS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS AGREEMENTS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO THIS SITE THE ▇▇▇▇▇▇ LOANS OR THE SERVICES FOUND AT THIS SITESWEDBANK LOANS, AS APPLICABLE. EACH PARTY HERETO ACKNOWLEDGES THAT THE OTHER PARTIES HAVE NOT AUTHORIZED ANY EMPLOYEE, AGENT, REPRESENTATIVE, BROKER, THIRD PARTY OR OTHER PARTY TO MAKE AND, TO THE EXTENT SO MADE, SPECIFICALLY NEGATE AND USERS SHOULD DISCLAIM, ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES. EACH PARTY HERETO ACKNOWLEDGES AND AGREES THAT HAVING BEEN GIVEN THE OPPORTUNITY TO INSPECT THE SWEDBANK LOANS OR THE ▇▇▇▇▇▇ LOANS, AS APPLICABLE, SUCH PARTY IS RELYING SOLELY ON ITS OWN INVESTIGATION AND NOT RELY ON ANY INFORMATION PROVIDED OR TO BE PROVIDED, DIRECTLY OR INDIRECTLY, BY ANY OTHER PARTY. EACH PARTY HERETO FURTHER ACKNOWLEDGES AND AGREES THAT ANY INFORMATION PROVIDED OR TO BE PROVIDED BY ANY OTHER PARTY WITH RESPECT TO THE SWEDBANK LOANS OR THE ▇▇▇▇▇▇ LOANS, AS APPLICABLE, WAS OBTAINED FROM A VARIETY OF SOURCES AND THAT SUCH OTHER PARTY HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF AND MAKES NO REPRESENTATIONS AND WARRANTIES SHALL APPLY AS TO THE FULLEST EXTENT PERMITTED BY LAWACCURACY OR COMPLETENESS OF SUCH INFORMATION. IT IS UNDERSTOOD AND AGREED THAT THE SWEDBANK LOANS AND THE ▇▇▇▇▇▇ LOANS ARE SOLD AND TRANSFERRED AS IS, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteWHERE IS AND SUBJECT TO THE FOREGOING.

Appears in 1 contract

Sources: Settlement Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY THE PARTIES ACKNOWLEDGE THAT, BECAUSE, THROUGH TUNETACCESS, TU PRODUCTS ARE ACCESSIBLE VIA THE INTERNET WHICH IS AN OPEN NETWORK, NEITHER, TRANSUNION NOR ITS SUPPLIERS, CONTRACTORS, AND AGREE THAT YOUR USE VENDORS, OF ANY TIER, MAKE ANY WARRANTIES OF ANY KIND WITH RESPECT TO TUNETACCESS; WITH RESPECT TO ANY AND ALL DOCUMENTS AND/OR OTHER MATERIALS PROVIDED TO SUBSCRIBER UNDER THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"AGREEMENT; WITH RESPECT TO LOSS OR CORRUPTION OF DATA; LOSS OF, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYOR DAMAGE TO, ITS OFFICERSEQUIPMENT AND/OR SOFTWARE; SYSTEM RESPONSE TIMES, DIRECTORSACCESS DELAYS OR ACCESS INTERRUPTIONS; NOR COMPUTER VIRUSES, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, WHETHER EXPRESS OR IMPLIEDIMPLIED INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. MOREOVER, IN NO EVENT SHALL TRANSUNION NOR ITS SUPPLIERS, CONTRACTORS, AND VENDORS, OF ANY TIER, BE HELD LIABLE IN ANY MANNER WHATSOEVER FOR ANY LOSS OR INJURY TO SUBSCRIBER AND/OR ITS THIRD PARTY PROCESSOR, ARISING OUT OF OR FROM THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES INCURRED BY SUBSCRIBER REGARDLESS OF TITLETHE THEORY UPON WHICH SUCH DAMAGES ARE BASED AND EVEN IF TRANSUNION OR ITS SUPPLIERS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEESCONTRACTORS, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACYVENDORS, COMPLETENESSOF ANY TIER, OR CONTENT ANY ONE OR MORE OF THIS SITETHE FOREGOING PARTIES, (II) HAS BEEN ADVISED OF THE ACCURACY, COMPLETENESS, OR CONTENT POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMELIMITED REMEDY. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAWSubscriber shall have the right, and shall survive is encouraged by TransUnion, to maintain any termination other type of TransUnion-authorized connection to TransUnion for use in conjunction with the TU Products and any other TU products or expiration of this Agreement services that Subscriber has purchased or your use of this Site or the Services found at this Sitelicensed from TransUnion and which are not accessible via TUNetAccess.

Appears in 1 contract

Sources: Transunionnetaccess Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE IS PROVIDED "AS IS", ," "AS AVAILABLE," AND "WITH ALL FAULTS". ." THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AGENTS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, AND NON-INFRINGEMENT. THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND THE COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, LAW and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Terms of Service

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE WITHOUT LIMITING THE GENERALITY OF SECTION 5.9(a) AND EXCEPT FOR THE REPRESENTATIONS, WARRANTIES, COVENANTS, INDEMNITIES AND OTHER RIGHTS EXPRESSLY SET FORTH IN THIS AGREEMENT, PURCHASERS AND PURCHASERS' PARENT UNDERSTAND AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK SELLERS AND THAT THIS SITE ARE PROVIDED "AS IS"CPI OTHERWISE EXPRESSLY DISCLAIM AND NEGATE ANY OTHER REPRESENTATIONS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYWARRANTIES OR COVENANTS, EXPRESS OR IMPLIED, INCLUDINGAT COMMON LAW, BUT NOT LIMITED TOSTATUTORY, ANY IMPLIED WARRANTIES OR OTHERWISE AS TO (i) LIABILITIES, (ii) OPERATION OF THE ASSETS OF OPP, INCLUDING THE OLEANDER STATION, TITLE, CONDITION, VALUE OR QUALITY OF SUCH ASSETS OR THE BUSINESS, CONDITION (FINANCIAL OR OTHERWISE), OR PROSPECTS OF OPP, RISKS AND OTHER INCIDENTS OF THE PARTNERSHIP INTERESTS OR SUCH ASSETS, (iii) ANY REPRESENTATION OR WARRANTY OF MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYWITH RESPECT TO SUCH ASSETS OR ANY PART THEREOF, ITS OFFICERSOR AS TO THE WORKMANSHIP THEREOF OR THE ABSENCE OF ANY DEFECTS THEREIN, DIRECTORSWHETHER LATENT OR PATENT, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (Iiv) THE ACCURACYPRESENCE OR ABSENCE OF ANY HAZARDOUS SUBSTANCES IN, COMPLETENESSON, OR CONTENT DISPOSED OR DISCHARGED FROM, THE OLEANDER STATION AND OTHER ASSETS OF THIS SITE, (II) THE ACCURACY, COMPLETENESSOPP , OR CONTENT (v) ANY INFRINGEMENT BY SELLERS, CPI, OPP, OR ANY OF THEIR AFFILIATES OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING PATENT OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR PROPRIETARY RIGHT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, THIRD PARTY. PURCHASERS AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND PURCHASERS' PARENT FURTHER AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE MATERIAL PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL COMMUNICATION MADE BY SELLERS OR FINANCIAL ADVICE CPI OR (II) CREATE A WARRANTY ANY REPRESENTATIVE OF ANY KIND WITH RESPECT TO THIS SITE SELLER OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY CPI PRIOR TO THE FULLEST EXTENT PERMITTED EFFECTIVE DATE WILL CONSTITUTE, CREATE OR OTHERWISE CAUSE TO EXIST ANY REPRESENTATION OR WARRANTY DISCLAIMED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTHE FOREGOING.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Southern Power Co)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE THE LESSEE ACKNOWLEDGES AND AGREE AGREES THAT YOUR USE (i) THE AIRFRAME AND EACH ENGINE IS OF A SIZE, DESIGN, AND CAPACITY AND MANUFACTURE SELECTED BY AND ACCEPTABLE TO THE LESSEE, (ii) THE LESSEE IS SATISFIED THAT THE AIRFRAME AND EACH ENGINE IS SUITABLE FOR ITS PURPOSES, (iii) NEITHER OF THE OWNER PARTICIPANT NOR THE LESSOR IS A MANUFACTURER OR A DEALER IN PROPERTY OF SUCH KIND AND (iv) THE AIRFRAME AND EACH ENGINE IS LEASED HEREUNDER SUBJECT TO ALL APPLICABLE LAWS AND GOVERNMENTAL REGULATIONS, NOW IN EFFECT OR HEREAFTER ADOPTED, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND BY THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT OR ANY HOLDER. THE LESSOR LEASES THE AIRFRAME AND EACH ENGINE, AS-IS, WHERE-IS, AND, EXCEPT AS PROVIDED IN THE LAST SENTENCE OF THIS SITE SECTION 5.01, NEITHER THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT NOR ANY HOLDER MAKES, HAS MADE OR SHALL BE AT YOUR OWN RISK DEEMED TO HAVE MADE, AND THAT THIS SITE ARE PROVIDED "AS IS"EACH HAS AND WILL HAVE BEEN DEEMED TO HAVE EXPRESSLY DISCLAIMED, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, ANY WARRANTY OR REPRESENTATION EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF AS TO (A) THE TITLE, MERCHANTABILITYAIRWORTHINESS, WORKMANSHIP, CONDITION, VALUE, FITNESS FOR A ANY PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYUSE OR PURPOSE, ITS OFFICERSDESIGN, DIRECTORSOPERATION OR MERCHANTABILITY OF THE AIRFRAME, EMPLOYEESEACH ENGINE OR ANY PART THEREOF, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IB) THE ACCURACYABSENCE OF LATENT OR OTHER DEFECTS, COMPLETENESS, WHETHER OR CONTENT OF THIS SITENOT DISCOVERABLE, (IIC) THE ACCURACY, COMPLETENESS, OR CONTENT ABSENCE OF ANY SITES LINKED INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, (THROUGH HYPERLINKSD) THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, BANNER ADVERTISING (E) THE LESSOR'S TITLE THERETO, (F) THE LESSEE'S OR OTHERWISEANY SUBLESSEE'S RIGHT TO THE QUIET ENJOYMENT THEREOF (EXCEPT AS PROVIDED IN ARTICLE 18 HEREOF) TO THIS SITE, AND/OR (IIIG) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEOTHER MATTER WHATSOEVER. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE IT IS AGREED THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY ALL RISKS INCIDENT TO THE FULLEST EXTENT PERMITTED MATTERS DISCUSSED IN THE PRECEDING SENTENCE, AS AMONG THE LESSOR, THE INDENTURE TRUSTEE, THE OWNER PARTICIPANT AND THE LESSEE, ARE TO BE BORNE BY LAW, and shall survive any termination or expiration THE LESSEE. The provisions of this Agreement Section 5.01 have been negotiated by the Lessor and the Lessee and, except as provided in Article 7 of the Participation Agreement, are intended to be a complete exclusion and negation of any representations or your use warranties of this Site the Lessor, the Indenture Trustee and the Owner Participant, express or implied, with respect to the Services found at this SiteAirframe and each Engine that may arise pursuant to any law now or hereafter in effect, or otherwise.

Appears in 1 contract

Sources: Lease Agreement (Federal Express Corp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS THE SITE SHALL BE AND SERVICES IS AT YOUR OWN RISK AND THAT THIS THE SITE AND SERVICES ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY▇▇▇▇▇▇▇▇▇, ITS IT’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, EMPLOYEES AND AGENTS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND OR NON-INFRINGEMENT. COMPANY▇▇▇▇▇▇▇▇▇, ITS IT’S OFFICERS, DIRECTORS, EMPLOYEES, EMPLOYEES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS THE SITE, , (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITESITES, AND/OR OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITESITES, AND COMPANY BLUECHECK ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY▇▇▇▇▇▇▇▇▇, ITS IT’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS (INCLUDING CALL CENTER OR AGENTSCUSTOMER SERVICE REPRESENTATIVES), AND THIRD-THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Website Terms of Use Agreement

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT AND AGREE THAT YOUR USE THE OTHER TRANSACTION DOCUMENTS (INCLUDING THE EXHIBITS, APPENDICES AND SCHEDULES HERETO AND THERETO, AND ANY CERTIFICATE FURNISHED IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT), MAP MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"ANY KIND, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EITHER EXPRESS OR IMPLIED. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT AND THE OTHER TRANSACTION DOCUMENTS (INCLUDING THE EXHIBITS, APPENDICES AND SCHEDULES HERETO AND THERETO, AND ANY CERTIFICATE FURNISHED IN CONNECTION WITH THIS AGREEMENT OR ANY TRANSACTION DOCUMENT), MAP DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR ANY REPRESENTATION OR WARRANTY OTHERWISE MADE OR COMMUNICATED (ORALLY OR IN WRITING) INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLEOPINION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE THAT MAY HAVE BEEN PROVIDED TO PEPL OR TEPPCO BY COMPANYANY OFFICER, DIRECTOR, EMPLOYEE, AGENT, CONSULTANT OR REPRESENTATIVE OF MAP OR ITS OFFICERS, DIRECTORS, EMPLOYEESAFFILIATES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY IN ANY OTHER FORM IN EXPECTATION OF ANY KIND WITH RESPECT TO THE TRANSACTIONS CONTEMPLATED BY THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAGREEMENT.

Appears in 1 contract

Sources: Formation Agreement (Teppco Partners Lp)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.OR

Appears in 1 contract

Sources: Terms of Service

Disclaimer of Representations and Warranties. THE SITES, SERVICES, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH THE SERVICES OR PROVIDED THROUGH THE SERVICES (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE ON AN “AS-IS” AND “AS AVAILABLE” BASIS. PAYMASTER, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITE OR OF THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE SHALL BE THE SERVICES IS AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"SOLE RISK. NEITHER PAYMASTER OR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYWARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, INCLUDINGREGARDING THE ACCURACY, BUT RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SITES OR OF THE SERVICES (WHETHER OR NOT LIMITED TOSPONSORED), AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENTPURPOSE. COMPANYNEITHER PAYMASTER OR ITS SUPLIERS MAKE ANY REPRESENTATION, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS WARRANTY OR WARRANTIES ABOUT (I) GUARANTEE THAT THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THAT MAY BE AVAILABLE THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITOUSLY INTERCEPT OR EXPROPRIATE ANY SITES LINKED (THROUGH HYPERLINKSSYSTEM, BANNER ADVERTISING DATA OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO PERSONAL INFORMATION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR RESPONSIBILITY FOR THE SAMECONSEQUENTIAL DAMAGES. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY STATES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. ACCORDINGLY, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteSOME OF THE ABOVE LIMITATIONS OF SECTIONS 15 AND 17 OF THIS PROVISION MAY NOT APPLY TO YOU.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE 9.01 NO WARRANTY OR REPRESENTATION BY SELLER: EXCEPT AS PROVIDED IN SECTION 8.05(i), THE TRANSACTION CONTEMPLATED HEREBY SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS (i) WITHOUT ANY WARRANTY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES REPRESENTATION OF TITLE, MERCHANTABILITYEITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE; (ii) WITHOUT ANY EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTY OR REPRESENTATION AS TO THE CONDITION, QUANTITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, FREEDOM FROM HIDDEN VICES OR DEFECTS, CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR MERCHANTABILITY OF ANY OF THE MOVABLES OR ITS FITNESS FOR ANY PURPOSE; AND NON-INFRINGEMENT(iii) EXCEPT AS PROVIDED IN ARTICLE 8, WITHOUT ANY OTHER EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTY OR REPRESENTATION WHATSOEVER. COMPANY, PURCHASER SHALL HAVE INSPECTED OR WAIVED ITS OFFICERS, DIRECTORS, EMPLOYEESRIGHT TO INSPECT THE INTERESTS FOR ALL PURPOSES AND SATISFIED ITSELF AS TO THEIR PHYSICAL AND ENVIRONMENTAL CONDITION. PURCHASER IS RELYING SOLELY UPON ITS OWN INSPECTION OF THE INTERESTS, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) PURCHASER SHALL ACCEPT ALL OF THE ACCURACYSAME IN THEIR "AS IS, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. WHERE IS" CONDITION WITH ALL FAULTS IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT SELLER MAKES NO ORAL WARRANTY OR WRITTEN REPRESENTATION, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AS TO THE ACCURACY OR COMPLETENESS OF ANY DATA, REPORTS, RECORDS, PROJECTIONS, INFORMATION OR ADVICE PROVIDED BY COMPANYMATERIALS NOW, ITS OFFICERSHERETOFORE OR HEREAFTER FURNISHED OR MADE AVAILABLE TO PURCHASER IN CONNECTION WITH THIS AGREEMENT INCLUDING, DIRECTORSWITHOUT LIMITATION, EMPLOYEESANY DESCRIPTION OF THE INTERESTS, OR AGENTSTHE ABILITY OR POTENTIAL OF THE INTERESTS TO PRODUCE HYDROCARBONS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND ENVIRONMENTAL CONDITION OF THE INTERESTS OR ANY OTHER MATTERS CONTAINED IN THE NONPROPRIETARY DATA OR ANY OTHER MATERIALS FURNISHED OR MADE AVAILABLE TO PURCHASER BY SELLER OR BY SELLER'S AGENTS OR REPRESENTATIVES. ANY AND ALL SUCH DATA, RECORDS, REPORTS, PROJECTIONS, INFORMATION AND OTHER MATERIALS FURNISHED BY SELLER OR OTHERWISE MADE AVAILABLE TO PURCHASER ARE PROVIDED PURCHASER AS A CONVENIENCE AND SHALL NOT CREATE OR GIVE RISE TO ANY LIABILITY OF OR AGAINST SELLER. ANY RELIANCE ON OR USE OF THE SAME SHALL BE AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY PURCHASER'S SOLE RISK TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Kestrel Energy Inc)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE 9.01 NO WARRANTY OR REPRESENTATION BY SELLER: THE TRANSACTION CONTEMPLATED HEREBY SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"WITHOUT ANY EXPRESS, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDINGSTATUTORY OR OTHER WARRANTY OR REPRESENTATION AS TO THE EXHIBIT 10.20 CONDITION, BUT NOT LIMITED TOQUANTITY, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITYQUALITY, FITNESS FOR A PARTICULAR PURPOSE, FREEDOM FROM REDHIBITORY VICES OR DEFECTS, CONFORMITY TO MODELS OR SAMPLES OF MATERIALS OR MERCHANTABILITY OF ANY OF THE EQUIPMENT OR ITS FITNESS FOR ANY PURPOSE AND NON-INFRINGEMENTWITHOUT ANY OTHER EXPRESS, IMPLIED STATUTORY OR OTHER WARRANTY OR REPRESENTATION WHATSOEVER. COMPANYPURCHASER SHALL HAVE INSPECTED OR WAIVED ITS RIGHT TO INSPECT THE INTERESTS FOR ALL PURPOSES AND SATISFIED ITSELF AS TO THEIR PHYSICAL AND ENVIRONMENTAL CONDITION, ITS OFFICERSBOTH SURFACE AND SUBSURFACE, DIRECTORSINCLUDING BUT NOT LIMITED TO CONDITIONS SPECIFICALLY RELATED TO THE PRESENCE, EMPLOYEESRELEASE OR DISPOSAL OF HAZARDOUS SUBSTANCES, AND AGENTS MAKE THE CONDITION OF ANY WELL CASING, TUBING OR DOWNHOLE EQUIPMENT. PURCHASER IS RELYING SOLELY UPON ITS OWN INSPECTION OF THE INTERESTS, AND PURCHASER SHALL ACCEPT ALL OF THE SAME IN THEIR "AS IS, WHERE IS" CONDITION. THERE ARE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THAT EXTEND BEYOND THE ACCURACY, COMPLETENESS, OR CONTENT FACE OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAMEAGREEMENT. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT SELLER MAKES NO ORAL WARRANTY OR WRITTEN REPRESENTATION, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AS TO THE ACCURACY OR COMPLETENESS OF ANY DATA, REPORTS, RECORDS, PROJECTIONS, INFORMATION OR ADVICE PROVIDED BY COMPANYMATERIALS NOW, ITS OFFICERSHERETOFORE OR HEREAFTER FURNISHED OR MADE AVAILABLE TO PURCHASER IN CONNECTION WITH THIS AGREEMENT INCLUDING, DIRECTORSWITHOUT LIMITATION, EMPLOYEESANY DESCRIPTION OF THE INTERESTS, PRICING ASSUMPTIONS, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL QUALITY OR QUANTITY OF HYDROCARBON RESERVES (IIF ANY) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT ATTRIBUTABLE TO THIS SITE THE INTERESTS OR THE SERVICES FOUND ABILITY OR POTENTIAL OF THE INTERESTS TO PRODUCE HYDROCARBONS OR THE ENVIRONMENTAL CONDITION OF THE INTERESTS OR ANY OTHER MATTERS CONTAINED IN THE PROPRIETARY DATA OR ANY OTHER MATERIALS FURNISHED OR MADE AVAILABLE TO PURCHASER BY SELLER OR BY SELLER'S AGENTS OR REPRESENTATIVES. ANY AND ALL SUCH DATA, RECORDS, REPORTS, PROJECTIONS, INFORMATION AND OTHER MATERIALS FURNISHED BY SELLER OR OTHERWISE MADE AVAILABLE TO PURCHASER ARE PROVIDED PURCHASER AS A CONVENIENCE AND SHALL NOT CREATE OR GIVE RISE TO ANY LIABILITY OF OR AGAINST SELLER. ANY RELIANCE ON OR USE OF THE SAME SHALL BE AT THIS SITEPURCHASER'S SOLE RISK TO THE MAXIMUM EXTENT PERMITTED BY LAW. 9.02 EXPRESS DISCLAIMERS OF REPRESENTATIONS AND WARRANTIES: THE ASSIGNMENTS AND BILLS OF SALE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION LEASES, DEEDS OR ADVICE. OTHER CONVEYANCES TO BE DELIVERED BY SELLER AT CLOSING SHALL EXPRESSLY SET FORTH THE FOREGOING DISCLAIMER DISCLAIMERS OF REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE 9. ALSO, ALL SUCH ASSIGNMENTS, LEASES, DEEDS AND OTHER CONVEYANCE DOCUMENTS SHALL APPLY TO EXPRESSLY STATE THAT THE FULLEST EXTENT PERMITTED BY LAWINTERESTS HAVE BEEN USED FOR OIL AND GAS DRILLING AND PRODUCTION OPERATIONS, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteRELATED (DISPOSAL AND OTHER) OILFIELD OPERATIONS, AND TRANSPORTATION OF EXHIBIT 10.20 OIL AND GAS.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Texoil Inc /Nv/)

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS EXPRESSLY SET FORTH HEREIN, NEITHER PARTY NOR ITS AFFILIATES OR LICENSORS MAKES ANY REPRESENTATIONS OR WARRANTIES OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED "AS IS"ANY KIND, "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANYEXPRESS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, IMPLIED OR STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, ANY IMPLIED WARRANTIES WARRANTY OF TITLE, MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANYOR ARISING BY USAGE OF TRADE, ITS OFFICERSCOURSE OF DEALING, DIRECTORS, EMPLOYEESOR COURSE OF PERFORMANCE, AND AGENTS MAKE EACH PARTY HEREBY DISCLAIMS THE SAME. SIMPLY HIRED MAKES NO REPRESENTATIONS REPRESENTATION, WARRANTY OR WARRANTIES ABOUT GUARANTEE THAT: (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (IIIA) THE SERVICES FOUND AT THIS SITE WILL MEET PUBLISHER'S REQUIREMENTS; (B) THE SERVICES WILL BE APPROPRIATE FOR USE OUTSIDE OF THE UNITED STATES; (C) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERRORFREE; (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; OR (E) ANY SITES LINKED (THROUGH HYPERLINKSERRORS, BANNER ADVERTISING INACCURACIES OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR OUTDATED INFORMATION IN THE SAMESERVICES WILL BE CORRECTED. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT SIMPLY HIRED MAKES NO ORAL REPRESENTATION, WARRANTY OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND GUARANTEE WITH RESPECT TO THIS SITE THE QUANTITY OF JOB LISTINGS PROVIDED TO PUBLISHER, THE PROPORTION OF EACH TYPE OF JOB LISTING PROVIDED, OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER AMOUNT OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteREVENUE SHARE PUBLISHER MAY RECEIVE HEREUNDER.

Appears in 1 contract

Sources: Simply Hired Partner Terms of Service (Jobbot Inc.)

Disclaimer of Representations and Warranties. THE SERVICE IS PROVIDED TO YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE ARE PROVIDED ON AN "AS IS", ," "AS AVAILABLE," AND "WITH ALL FAULTS"" BASIS. COMPANY, NEITHER GG NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEESMANAGERS, AGENTSEMPLOYEES OR AGENTS (COLLECTIVELY, DISCLAIM ALL WARRANTIESTHE " GG PARTIES") MAKE ANY REPRESENTATIONS, STATUTORYWARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDINGSTATUTORY OR OTHERWISE, BUT NOT LIMITED TOOR ARISING FROM COURSE OF DEALING, ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENTFREEDOM FROM COMPUTER VIRUS. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND AGENTS MAKE NO WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. FROM TIME TO TIME THE GG PARTIES MAY RECOMMEND CERTAIN THIRD PARTIES TO PROVIDE SERVICES. THE GG PARTIES DISCLAIM ANY REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY WHATSOEVER AS TO THE FULLEST EXTENT PERMITTED BY LAWCONTENT OR SERVICES OF THESE THIRD PARTIES. YOU ASSUME ALL RISK FOR THE USE OF ANY THIRD PARTY CONTENT OR SERVICES. NOTWITHSTANDING THE FOREGOING, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteTHESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM GG INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.

Appears in 1 contract

Sources: Terms of Service

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES ON THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (IA) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (IIB) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (IIIC) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND THE COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteAND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.

Appears in 1 contract

Sources: Terms of Use

Disclaimer of Representations and Warranties. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE EXCEPT AS MAY EXPRESSLY BE SET FORTH IN ARTICLE 3 (INCLUDING THE SCHEDULES THERETO) OF THIS SITE SHALL BE AT YOUR OWN RISK AGREEMENT OR IN ANY OTHER TRANSACTION DOCUMENT, (A) SELLERS DISCLAIM AND THAT THIS SITE ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISCLAIM ALL WARRANTIES, STATUTORYDO NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOWITH RESPECT TO THE ACQUIRED ASSETS, ANY OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT (INCLUDING ANY CONSENTS OR APPROVALS REQUIRED IN CONNECTION THEREWITH) OR THE CONDITION OR PROSPECTS (FINANCIAL OR OTHERWISE) OF, OR ANY OTHER MATTER INVOLVING, THE ACQUIRED ASSETS (INCLUDING WITH RESPECT TO (1) THE ACCURACY OR COMPLETENESS OF ANY INFORMATION REGARDING THE ACQUIRED ASSETS FURNISHED OR MADE AVAILABLE TO PURCHASER AND ITS REPRESENTATIVES, AND/OR (2) THAT THE ACQUIRED ASSETS ARE DELIVERED FREE OR RIGHTFUL CLAIM OF ANY THIRD PERSON AND (B) ALL OF THE ACQUIRED ASSETS TO BE TRANSFERRED OR THE ACQUIRED LIABILITIES TO BE ASSUMED OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN ACCORDANCE WITH THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT SHALL BE TRANSFERRED OR ASSUMED ON AN “AS IS, WHERE IS” BASIS, AND ALL IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE ARE HEREBY EXPRESSLY DISCLAIMED. PURCHASER, TOGETHER WITH ITS ADVISORS, HAS MADE ITS OWN INVESTIGATION OF THE ACQUIRED ASSETS AND NON-INFRINGEMENT. COMPANYIS NOT RELYING ON ANY WARRANTIES, ITS OFFICERSEXPRESS OR IMPLIED, DIRECTORSPROVIDED ORALLY OR CONTAINED IN ANY MATERIALS PROVIDED BY SELLERS OR ANY OF THEIR AFFILIATES OR ANY OF THEIR RESPECTIVE REPRESENTATIVES OR OTHERWISE (INCLUDING ANY ITEMS MADE AVAILABLE TO PURCHASER IN THE ELECTRONIC DOCUMENTATION SITE ESTABLISHED BY SELLERS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT OTHER THAN AS EXPRESSLY PROVIDED IN ARTICLE 3 (IINCLUDING THE SCHEDULES THERETO) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITEAGREEMENT, IN DECIDING TO ENTER INTO THIS AGREEMENT OR THE OTHER TRANSACTION DOCUMENTS AND CLOSE THE TRANSACTIONS CONTEMPLATED HEREIN AND THEREIN. EXCEPT AS MAY BE EXPRESSLY SET FORTH IN ARTICLE 3 OF THIS AGREEMENT (IIINCLUDING THE SCHEDULES THERETO) OR IN ANY OTHER TRANSACTION DOCUMENT, NONE OF THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE PARTIES OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OTHER PERSON MAKES ANY REPRESENTATION OR OTHERWISE) TO THIS SITE, AND COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, AND THIRD-PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO ANY INFORMATION, DOCUMENTS OR MATERIAL MADE AVAILABLE IN CONNECTION WITH THE ENTERING INTO OF THIS SITE AGREEMENT OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OTHER TRANSACTION DOCUMENTS OR ADVICETHE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY NOTWITHSTANDING ANYTHING TO THE FULLEST EXTENT PERMITTED BY LAWCONTRARY CONTAINED HEREIN, and shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this SiteNOTHING IN THIS SECTION 4.8 SHALL LIMIT THE RIGHT OF PURCHASER TO SEEK ANY AVAILABLE REMEDY FOR INTENTIONAL FRAUD.

Appears in 1 contract

Sources: Asset Purchase Agreement (SAExploration Holdings, Inc.)