Projections; Future Performance Clause Samples

Projections; Future Performance. Enterprise is an established provider of telecommunications services in the United States. Enterprise has elected to purchase Target on the basis of Target's historical financial performance, rather than on any projections prepared by Target or the Stockholders as to future performance, including, without limitation, any projections relative to future revenues, sales or profitability. Except as set forth in Section 3.9 with respect to the collection of Receivables (as to which in addition to any indemnification available pursuant to Section 9 hereof Enterprise has reserved and may apply the Escrow Amount in the event of any breach of such provision), neither Target nor any of the Stockholders makes any representation or warranty with respect to the future performance of the Target Business or with respect to the future condition (financial or otherwise), operations or prospects of Surviving Corporation One, Surviving Corporation Two or the Target Business. Notwithstanding the foregoing, the Stockholders acknowledge that inaccuracies in the representations and warranties or breaches of the covenants contained in this Agreement may affect the future performance of Surviving Corporation One, Surviving Corporation Two or the Target Business and, as a result, the Stockholders may have indemnification obligations pursuant to Section 9 hereof.