Limitation on Warranties of Selling Parties Sample Clauses

Limitation on Warranties of Selling Parties. Section 6.02 Limitation on Warranties of Buyer Parties Section 6.03 General Limitation ARTICLE VII [RESERVED]
Sample 1
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Limitation on Warranties of Selling Parties. Except as expressly set forth in ARTICLE III and ARTICLE IV, each Buyer Party acknowledges and agrees that no Selling Party makes any express or implied warranty of any kind whatsoever, including any representation as to physical condition or value of any of the assets of the Acquired Companies or the future profitability or future earnings performance of the Acquired Companies. THE REPRESENTATIONS AND WARRANTIES OF SELLER AND THE SELLER OWNERS IN ARTICLE III AND ARTICLE IV CONSTITUTE THE SOLE AND EXCLUSIVE REPRESENTATIONS AND WARRANTIES OF THE SELLING PARTIES TO THE BUYER PARTIES IN CONNECTION WITH THE CONTEMPLATED TRANSACTIONS (EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN, AND SUBJECT TO THE TERMS OF, THE OTHER TRANSACTION DOCUMENTS), AND THE BUYER PARTIES UNDERSTAND, ACKNOWLEDGE AND AGREE THAT ALL OTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND OR NATURE EXPRESS OR IMPLIED (INCLUDING, BUT NOT LIMITED TO, ANY RELATING TO THE FUTURE OR HISTORICAL FINANCIAL CONDITION, RESULTS OF OPERATIONS, ASSETS OR LIABILITIES OF THE ACQUIRED COMPANIES, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) ARE SPECIFICALLY DISCLAIMED BY THE SELLING PARTIES. Nothing in this Section 6.01 shall limit the rights or remedies of the Buyer Parties or any other Buyer Indemnified Persons under applicable Law for matters involving Fraud, an intentional misrepresentation contained in this Agreement, or conduct punishable under applicable criminal Law of a Selling Party, in each case subject to the provisions of Section 13.05(d).
Sample 1

Related to Limitation on Warranties of Selling Parties

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLER AND PURCHASER 4.1 To induce Purchaser to enter into this Agreement, Seller hereby makes for the benefit of Purchaser and its assigns with respect to each Mortgage Loan as of the date hereof (or as of such other date specifically set forth in the particular representation and warranty) each of the representations and warranties set forth on Exhibit 2 hereto, except as otherwise set forth on Schedule 2-A attached to such Exhibit 2. In addition, Seller hereby further represents, warrants and covenants to Purchaser as of the date hereof as follows:

  • Representations, Warranties and Covenants of Sellers Sellers hereby represent, warrant, and covenant to Buyer as follows:

  • Representations, Warranties and Covenants of Seller (a) The Seller hereby represents and warrants to and covenants with the Purchaser, as of the date hereof, that:

  • REPRESENTATIONS AND WARRANTIES OF SELLER PARTIES Each Seller Party, jointly and severally, makes the following representations and warranties to Buyer:

  • Representations, Warranties and Agreements of Seller The Seller agrees and acknowledges that it shall, as a condition to the consummation of the transactions contemplated hereby, make the representations and warranties specified in Section 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement, as of the Closing Date. The meaning of the term "Agreement" as used in Sections 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement shall include this Agreement. The Seller, without conceding that the Mortgage Loans are securities, hereby makes the following additional representations, warranties and agreements which shall be deemed to have been made as of the Closing Date:

  • REPRESENTATIONS AND WARRANTIES OF SELLERS Sellers represent and warrant to Buyer as follows:

  • Seller’s Representations, Warranties and Covenants Seller hereby represents, warrants and covenants to Buyer as follows:

  • Representations, Warranties and Covenants of Buyer The Buyer represents and warrants to the Seller, and covenants for the benefit of the Seller, as follows:

  • Seller’s Warranties and Representations Seller hereby represents and warrants to Buyer as follows:

  • REPRESENTATIONS AND WARRANTIES OF SELLER AND PURCHASER Seller and Purchaser hereby represent and warrant that there has been no act or omission by Seller, Purchaser or the Corporation which would give rise to any valid claim against any of the parties hereto for a brokerage commission, finder's fee, or other like payment in connection with the transactions contemplated hereby.

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