REPRESENTATIONS AND WARRANTIES WITH RESPECT TO ICEL Sample Clauses

REPRESENTATIONS AND WARRANTIES WITH RESPECT TO ICEL. IWL hereby makes for the benefit of the Company and the Partnership all of the representations and warranties made by NERA Limited, Xxxxxx Xxxxxx Xxxxx and Xxxxxxx Xxxxx Xxxxx to IWL under the ICEL Stock Purchase Agreement (as defined below), which relates to the acquisition by IWL of all of the stock of Integrated Communications and Engineering Limited, a limited company incorporated in Scotland ("ICEL"), including without limitation those set forth in Schedule 2 and Section 5 of the ICEL Stock Purchase Agreement, but subject to the same limitations (including limitations on liability), exclusions and exceptions as set forth in the ICEL Stock Purchase Agreement; and IWL further represents and warrants that each of such representations and warranties, as subject to such limitations, are true, complete and correct in all material respects as of the date hereof. Notwithstanding anything to the contrary contained in this Agreement, the representations and warranties set forth in this Section 3.31 shall be subject to the provisions relating to survivability of representations and warranties set forth in Section 8.1 hereof. Notwithstanding anything to the contrary contained herein, except for those instances in which express reference is made to ICEL, none of the representations and warranties contained in Sections 3.1 through 3.30 shall be deemed made with respect to ICEL, and no warranty or representation shall be deemed to have been made by IWL or the Merger Subsidiaries herein with respect to ICEL except for the warranties and representations set forth in this Section 3.31.
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Related to REPRESENTATIONS AND WARRANTIES WITH RESPECT TO ICEL

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