Common use of MNPI Clause in Contracts

MNPI. On and after the consummation of Qualified Event, except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, each Company Party confirms that none of the Company Parties, their Affiliates, or agents or counsel or any other Person acting on behalf of the foregoing has provided any Purchaser, any Purchaser Party or their agents or counsel with any information that it believes constitutes or might constitute material, non-public information. The Company understands and confirms that each Purchaser will rely on the foregoing representation in effecting transactions in Securities of the Company. Each Company Party acknowledges and agrees that no Purchaser makes or has made any representations or warranties with respect to the transactions contemplated hereby other than those specifically set forth in Section 3.2. Notwithstanding anything to the contrary provided herein or elsewhere, no Company Party shall have any direct or indirect liability and/or be in non-compliance or have breached, violated or be in default of any Transaction Document solely as a result of the failure to disclose to any Purchaser Party or the Collateral Agent any MNPI nor shall such failure alone constitute an Event of Default.