Common use of No Additional Representation or Warranties Clause in Contracts

No Additional Representation or Warranties. Except as provided in this Article IV, neither the Company nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to Acquiror or Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or Merger Sub or their Affiliates. Without limiting the foregoing, and notwithstanding anything to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each of their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company and that neither the Company nor any of its Affiliates, agents or representatives is making any representation or warranty whatsoever, express or implied, beyond those expressly given by the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoing, it is understood that any cost estimates, financial or other projections or other predictions that may be contained or referred to in the Company Disclosure Letter or elsewhere, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether or not accessed by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any of its Affiliates, agents or representatives are not and will not be deemed to be representations or warranties of the Company, and no representation or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoever.

No Additional Representation or Warranties. Except as provided in this Article IVIII, neither the Company Embraer nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives Representatives has made, or is making, or will be deemed to have made, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror Zanite or Merger Sub or their its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any documentation or other information provided to Acquiror Zanite or Merger Sub or their Affiliates. Without limiting the foregoing, and notwithstanding anything to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each of their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company and that neither the Company nor any of its Affiliates, agents including information, documents, projections, forecasts or representatives is making other material made available to Zanite, its Affiliates or Representatives in any “data rooms,” management presentations or otherwise in connection with the Transactions and no statement contained in any of such materials or made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by Zanite in executing, express delivering or impliedperforming this Agreement, beyond those the Ancillary Agreements or the Transactions. Except for the representations and warranties expressly given by set forth in this Article III or the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial or other projections or other predictions that may be contained predictions, any data, any financial information or referred to in any memoranda or offering materials or presentations, including any offering memorandum or similar materials, made available by or on behalf of the Company Disclosure Letter or elsewhere, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether or not accessed by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any of its Affiliates, agents or representatives are not and will shall not be deemed to be or to include representations or warranties of Embraer, the CompanyCompany or any other person, and no representation are not and shall not be deemed to be relied upon by Zanite in executing, delivering or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in Ancillary Agreements or the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverTransactions.

No Additional Representation or Warranties. Except as expressly provided in this Article IV, and as modified by the Company Disclosure Letter and the Ancillary Agreements and any certificates delivered pursuant to this Agreement, the Company hereby expressly disclaims and negates, any express or implied representation or warranty whatsoever (whether at Law or in equity) with respect to the Company, its Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or with respect to the accuracy or completeness of any other information made available to SPAC, Merger Sub, its Affiliates or any of their respective Representatives by, or on behalf of, the Company, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly set forth in this Agreement, neither the Company nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever to Acquiror or SPAC, the Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or SPAC, Merger Sub or their Affiliates. Without limiting the foregoing, and notwithstanding anything including with respect to the contrary hereinany projections, each of Acquiror and forecasts, estimates or budgets made available to SPAC, Merger Sub, on behalf of themselves and each their Affiliates or any of their respective directorsRepresentatives of future revenues, managersfuture results of operations (or any component thereof), officers, employees, equityholders, partners, members future cash flows or representatives, acknowledge and agree that Acquiror has made its own investigation future financial condition (or any component thereof) of the Company and that neither (including the Company nor any reasonableness of its Affiliates, agents or representatives is making any representation or warranty whatsoever, express or implied, beyond those expressly given by the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to assumptions underlying any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoing), it is understood that any cost estimates, financial or other projections or other predictions that may be contained or referred to in the Company Disclosure Letter or elsewhere, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether or not accessed by Acquiror included in any management presentation or its representatives) or reviewed by Acquiror pursuant in any other information made available to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror SPAC, Merger Sub, their Affiliates or any of its Affiliates, agents their respective Representatives or representatives are not and will not be deemed to be representations or warranties of the Company, and no representation or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverPerson.

No Additional Representation or Warranties. Except as provided in this Article IVV, neither the Company SPAC nor Merger Sub 1 nor any of its their respective Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror or Merger Sub any Target Company or their respective Affiliates or any other Person, including any implied representation or warranty as to merchantability, fitness for a particular purpose, future results, proposed businesses or future plans of SPAC, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or Merger Sub any Target Company or their respective Affiliates. Without limiting the foregoing, and notwithstanding anything including information, documents, projections, forecasts or other material made available to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each of Target Companies or their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge Representatives in any “data rooms,” management presentations or otherwise in connection with the transactions contemplated in this Agreement and agree that Acquiror has made its own investigation of the Company Ancillary Agreements and that neither the Company nor no statement contained in any of its Affiliates, agents such materials or representatives is making made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by any Party in executing, express delivering or impliedperforming this Agreement, beyond those the Ancillary Agreements or the transactions contemplated hereby or thereby. Except for the representations and warranties expressly given by set forth in this Article V or the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial or other projections or other predictions that may be contained predictions, any data, any financial information or referred to in the Company Disclosure Letter any memoranda or elsewhereoffering materials or presentations, as well as any information, documents or other materials (including any such offering memorandum or similar materials contained in any “data room” (whether made available by or not accessed by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any on behalf of its Affiliates, agents or representatives SPAC are not and will shall not be deemed to be or to include representations or warranties of the CompanySPAC or Merger Sub 1 or any other Person, and no representation are not and shall not be deemed to be relied upon by any Party in executing, delivering or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in Ancillary Agreements or the representations and warranties contained in Article IV, with all faults and without any other representation transactions contemplated hereby or warranty of any nature whatsoeverthereby.

No Additional Representation or Warranties. Except as expressly provided in this Article IV, and as modified by the Company Disclosure Letter, the Company hereby expressly disclaims and negates, any express or implied representation or warranty whatsoever (whether at Law or in equity) with respect to the Company, its Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or with respect to the accuracy or completeness of any other information made available to Acquiror, Merger Sub, its Affiliates or any of their respective representatives by, or on behalf of, the Company, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly set forth in this Agreement, neither the Company nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to Acquiror or Merger Sub or their Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or Merger Sub or their Affiliates. Without limiting the foregoing, and notwithstanding anything including with respect to the contrary hereinany projections, each of Acquiror and forecasts, estimates or budgets made available to Acquiror, Merger Sub, on behalf of themselves and each their Affiliates or any of their respective directorsrepresentatives of future revenues, managersfuture results of operations (or any component thereof), officers, employees, equityholders, partners, members future cash flows or representatives, acknowledge and agree that Acquiror has made its own investigation future financial condition (or any component thereof) of the Company and that neither (including the Company nor any reasonableness of its Affiliates, agents or representatives is making any representation or warranty whatsoever, express or implied, beyond those expressly given by the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to assumptions underlying any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoing), it is understood that any cost estimates, financial or other projections or other predictions that may be contained or referred to in the Company Disclosure Letter or elsewhere, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether or not accessed by Acquiror included in any management presentation or its representatives) or reviewed by Acquiror pursuant in any other information made available to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror Acquiror, Merger Sub, their Affiliates or any of its Affiliates, agents their respective representatives or representatives are not and will not be deemed to be representations or warranties of the Company, and no representation or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverPerson.

No Additional Representation or Warranties. Except as provided in this Article IV, neither the Company nor Zanite or any of its Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives Representatives has made, or is making, or will be deemed to have made, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror Embraer, EAH or Merger Sub the Company or any of their respective Affiliates and no such party shall be liable in respect of the accuracy or completeness of any documentation or other information provided to Acquiror Embraer, EAH or Merger Sub the Company or their Affiliates. Without limiting the foregoing, and notwithstanding anything to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each any of their respective directorsAffiliates, managersincluding information, officersdocuments, employeesprojections, equityholdersforecasts or other material made available to Embraer, partners, members EAH or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company and that neither the Company nor or any of its Affiliates, agents their respective Affiliates or representatives is making Representatives in any “data rooms,” management presentations or otherwise in connection with the Transactions and no statement contained in any of such materials or made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by Embraer, express EAH or implied, beyond those expressly given by the Company in executing, delivering or performing this Agreement, the Ancillary Agreements or the Transactions. Except for the representations and warranties expressly set forth in this Article IV, including any implied warranty IV or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial or other projections or other predictions that may be contained predictions, any data, any financial information or referred to in the Company Disclosure Letter any memoranda or elsewhereoffering materials or presentations, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether offering memorandum or not accessed similar materials, made available by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any on behalf of its Affiliates, agents or representatives Zanite are not and will shall not be deemed to be or to include representations or warranties of the CompanyZanite or any other person, and no representation are not and shall not be deemed to be relied upon by Embraer, EAH or warranty is made as to the accuracy Company in executing, delivering or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in Ancillary Agreements or the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverTransactions.

No Additional Representation or Warranties. Except as expressly provided in this Article IV, neither none of the Company nor any of its Affiliates, Group Companies nor any of their respective directors, managers, officers, employees, equityholders, partners, members Affiliates or representatives has Representatives have made, or is making, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror PACI or Merger Sub its Affiliates or their Affiliates any other Person, including any implied representation or warranty as to condition, merchantability, fitness for a particular purpose, future results, proposed businesses, or future plans of such Group Company, and no such party shall be liable in respect of the accuracy or completeness of any documentation or other information provided to Acquiror PACI or Merger Sub its Affiliates or their Affiliates. Without limiting any other Person, including information, documents, projections, forecasts, or other material made available to PACI, its Affiliates or Representatives in any “data rooms,” management presentations, or otherwise in connection with the foregoing, transactions contemplated in this Agreement and notwithstanding anything to the contrary herein, each of Acquiror Ancillary Agreements and Merger Sub, on behalf of themselves and each of their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company and that neither the Company nor no statement contained in any of its Affiliates, agents such material or representatives is making made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by any Party in executing, express delivering, or impliedperforming this Agreement, beyond those the Ancillary Agreements or the transactions contemplated hereby or thereby. Except for the representations and warranties expressly given by set forth in this Article IV or the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial projections, or other projections predictions, any data, any financial information or other predictions that may be contained any memoranda or referred to in the Company Disclosure Letter offering material or elsewherepresentations, as well as any information, documents or other materials (including any offering memorandum or similar materials made available by or on behalf of such materials contained in any “data room” (whether or not accessed by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any of its Affiliates, agents or representatives Group Company are not and will shall not be deemed to be or to include representations or warranties of the CompanyGroup Companies or any other Person, and no representation are not and shall not be deemed to be relied upon by any Party in executing, delivering, or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assetsthe Ancillary Agreements, properties and business of or the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverTransactions.

No Additional Representation or Warranties. Except as expressly provided in this Article IVV, neither and as modified by the Company nor SPAC Disclosure Letter and the Ancillary Agreements and any certificates delivered pursuant to this Agreement, SPAC hereby expressly disclaims and negates, any express or implied representation or warranty whatsoever (whether at Law or in equity) with respect to SPAC, its Affiliates, and any matter relating to any of them, including their affairs, the condition, value or quality of the assets, liabilities, financial condition or results of operations, or with respect to the accuracy or completeness of any other information made available to the Company, its Subsidiaries, its Affiliates or any of their respective Representatives by, or on behalf of, SPAC, and any such representations or warranties are expressly disclaimed. Without limiting the generality of the foregoing, except as expressly set forth in this Agreement, none of SPAC, Merger Sub and their respective Affiliates, nor any of their respective directors, managers, officers, employees, equityholdersshareholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to Acquiror the Company or Merger Sub or their its Affiliates and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror the Company or Merger Sub or their its Affiliates. Without limiting the foregoing, the Company acknowledges that the Company and notwithstanding anything to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each of its advisors have made their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company SPAC, Merger Sub and that neither the Company nor any of its Affiliatestheir respective Subsidiaries and, agents or representatives is making except as provided in this Article V, are not relying on any representation or warranty whatsoever, express or implied, beyond those expressly given by the Company in Article IV, including any implied warranty or representation whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of SPAC, Merger Sub or any of their respective Subsidiaries, the Company prospects (financial or its Subsidiaries. Without limiting otherwise) or the generality viability or likelihood of success of the foregoingbusiness of SPAC, it is understood that any cost estimates, financial or other projections or other predictions that may be contained or referred to in Merger Sub and their respective Subsidiaries as conducted after the Company Disclosure Letter or elsewhereClosing, as well as any information, documents or other materials (including any such materials contained in any “data room” (whether or not accessed materials provided by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror SPAC, Merger Sub or any of its Affiliatestheir respective Affiliates or any of their respective directors, agents officers, employees, shareholders, partners, members or representatives are not and will not be deemed to be representations or warranties of the Company, and no representation or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverotherwise.

No Additional Representation or Warranties. Except as expressly provided in this Article IV, neither none of the Company Target Companies nor any of its their respective Affiliates, nor any of their respective directors, managers, officers, employees, equityholders, partners, members or representatives Representatives has made, or is making, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror SPAC or Merger Sub its Affiliates or their Affiliates any other Person, including any implied representation or warranty as to condition, merchantability, fitness for a particular purpose, future results, proposed businesses or future plans of such Target Company, and no such party shall be liable in respect of the accuracy or completeness of any documentation or other information provided to Acquiror SPAC or Merger Sub its Affiliates or their Affiliates. Without limiting any other Person, including information, documents, projections, forecasts or other material made available to SPAC, its Affiliates or Representatives in any “data rooms,” management presentations or otherwise in connection with the foregoing, transactions contemplated in this Agreement and notwithstanding anything to the contrary herein, each of Acquiror Ancillary Agreements and Merger Sub, on behalf of themselves and each of their respective directors, managers, officers, employees, equityholders, partners, members or representatives, acknowledge and agree that Acquiror has made its own investigation of the Company and that neither the Company nor no statement contained in any of its Affiliates, agents such materials or representatives is making made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by any Party in executing, express delivering or impliedperforming this Agreement, beyond those the Ancillary Agreements or the transactions contemplated hereby or thereby. Except for the representations and warranties expressly given by set forth in this Article IV or the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial or other projections or other predictions that may be contained predictions, any data, any financial information or referred to in the Company Disclosure Letter any memoranda or elsewhereoffering materials or presentations, as well as any information, documents or other materials (including any offering memorandum or similar materials made available by or on behalf of such materials contained in any “data room” (whether or not accessed by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any of its Affiliates, agents or representatives Target Company are not and will shall not be deemed to be or to include representations or warranties of the CompanyTarget Companies or any other Person, and no representation are not and shall not be deemed to be relied upon by any Party in executing, delivering or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assets, properties and business of the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in Ancillary Agreements or the representations and warranties contained in Article IV, with all faults and without any other representation or warranty of any nature whatsoeverTransactions.

No Additional Representation or Warranties. Except as provided in this Article IVV, neither the Company PACI nor any of its Affiliates, Merger Sub nor any of their respective directors, managers, officers, employees, equityholders, partners, members Affiliates or representatives Representatives has made, or is making, any representation or warranty whatsoever whatsoever, express or implied, at law or in equity, to Acquiror or Merger Sub any Group Company or their respective Affiliates or any other Person, including any implied representation or warranty as to merchantability, fitness for a particular purpose, future results, proposed businesses, or future plans of PACI, and no such party shall be liable in respect of the accuracy or completeness of any information provided to Acquiror or Merger Sub any Group Company or their respective Affiliates. Without limiting the foregoing, and notwithstanding anything including information, documents, projections, forecasts, or other material made available to the contrary herein, each of Acquiror and Merger Sub, on behalf of themselves and each of Group Companies or their respective directorsor Representatives in any “data rooms,” management presentations, managers, officers, employees, equityholders, partners, members or representatives, acknowledge otherwise in connection with the transactions contemplated in this Agreement and agree that Acquiror has made its own investigation of the Company Ancillary Agreements and that neither the Company nor no statement contained in any of its Affiliates, agents such material or representatives is making made in any such presentation shall be deemed a representation or warranty whatsoeverhereunder or otherwise or deemed to be relied upon by any Party in executing, express delivering, or impliedperforming this Agreement, beyond those the Ancillary Agreements or the transactions contemplated hereby or thereby. Except for the representations and warranties expressly given by set forth in this Article V or the Company in Article IV, including any implied warranty or representation as to condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or its Subsidiaries. Without limiting the generality of the foregoingAncillary Agreements, it is understood that any cost estimates, financial projections, or other projections or other predictions that may be contained or referred to in the Company Disclosure Letter or elsewherepredictions, as well as any data, any financial information, documents or other materials (any memoranda or offering material or presentations, including any such materials contained in any “data room” (whether offering memorandum or not accessed similar material made available by Acquiror or its representatives) or reviewed by Acquiror pursuant to the Confidentiality Agreement) or management presentations that have been or shall hereafter be provided to Acquiror or any on behalf of its Affiliates, agents or representatives PACI are not and will shall not be deemed to be or to include representations or warranties of the CompanyPACI or Merger Sub or any other Person, and no representation are not and shall not be deemed to be relied upon by any Party in executing, delivering, or warranty is made as to the accuracy or completeness of any of the foregoing except as may be expressly set forth in Article IV of this Agreement. Except as otherwise expressly set forth in performing this Agreement, Acquiror understands and agrees that any assetsthe Ancillary Agreements, properties and business of or the Company and its Subsidiaries are furnished “as is”, “where is” and subject to and except as otherwise provided in the representations and warranties contained in Article IV, with all faults and without any other representation transactions contemplated hereby or warranty of any nature whatsoeverthereby.