Common use of No Warranty or Representation Clause in Contracts

No Warranty or Representation. Without limiting Buyer’s right to adjust the Purchase Price by operation of Sections 6.2 and 6.5(a) and except for the special warranty of title which is contained in the Conveyance, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to Seller’s title to any of the Assets and Buyer hereby acknowledges and agrees that, except as provided above, Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets shall be pursuant to the procedures set forth in this Article VI, which remedies (other than those provided for in Section 6.5) shall, subject to Section 6.6, cease and be deemed to be finally and conclusively satisfied, in all respects, upon the Closing. Furthermore, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to the accuracy or completeness of the information, records and data now, heretofore or hereafter made available to Buyer in connection with this Agreement (including any description of the Assets, pricing assumptions, potential for production of oil, gas or other hydrocarbons from the Subject Interests or any other matters contained in or related to the Reserve Report or any other material furnished to Buyer by Seller or by Seller’s agents or representatives).

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (BreitBurn Energy Partners L.P.)

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No Warranty or Representation. Without limiting Buyer’s right to adjust the Purchase Price by operation of Sections 6.2 and 6.5(a) and except for the special warranty of title which is contained in the Conveyance, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to Seller’s title to any of the Assets and Buyer hereby acknowledges and agrees that, except as provided above, Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets shall be pursuant to the procedures set forth in this Article VI, which remedies (other than those provided for in Section 6.5) shall, subject to Section 6.6, cease and be deemed to be finally and conclusively satisfied, in all respects, upon the Closing. Furthermore, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to the accuracy or completeness of the information, records and data now, heretofore or hereafter made available to Buyer in connection with this Agreement (including any description of the Assets, pricing assumptions, potential for production of oil, gas or other hydrocarbons from the Subject Interests or any other matters contained in or related to the Reserve Report or any other material furnished to Buyer by Seller or by Seller’s agents or representatives).

Appears in 1 contract

Samples: Asset Purchase Agreement

No Warranty or Representation. Without limiting Buyer’s right to adjust the Purchase Price by operation of Sections Section 6.2 and 6.5(a) and except for the special warranty of title which is contained in the Conveyance, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to Seller’s title to any of the Assets and Buyer hereby acknowledges and agrees that, except as provided above, Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets shall be pursuant to the procedures set forth in this Article VI, which remedies (other than those provided for in that may exist under Section 6.5) shallshall cease, subject to Section 6.6, cease and be deemed to be finally and conclusively satisfied, in all respects, upon the Closing. Furthermore, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to the accuracy or completeness of the information, records and data now, heretofore or hereafter made available to Buyer in connection with this Agreement (including including, without limitation, any description of the Assets, pricing assumptions, potential for production of oil, gas or other hydrocarbons from the Subject Interests or any other matters contained in or related to the Reserve Report or any other material furnished to Buyer by Seller or by Seller’s agents or representatives).

Appears in 1 contract

Samples: Asset Purchase Agreement (Parsley Energy, Inc.)

No Warranty or Representation. Without limiting Buyer’s right to adjust the Purchase Price by operation of Sections Section 6.2 and 6.5(a) Section 6.5 and except for the special warranty of title which is contained in the Conveyance, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to Seller’s title to any of the Assets and Buyer hereby acknowledges and agrees that, except as provided above, Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets shall be pursuant to the procedures set forth in this Article VI, which remedies (other than those provided for in Section 6.5) shallshall cease, subject to Section 6.6, cease and be deemed to be finally and conclusively satisfied, in all respects, upon the Closing. Furthermore, Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to the accuracy or completeness of the information, records and data now, heretofore or hereafter made available to Buyer in connection with this Agreement (including including, without limitation, any description of the Assets, pricing assumptions, potential for production of oil, gas or other hydrocarbons from the Subject Interests or any other matters contained in or related to the Reserve Report or any other material furnished to Buyer by Seller or by Seller’s agents or representatives).

Appears in 1 contract

Samples: Asset Purchase Agreement (Chaparral Energy, Inc.)

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No Warranty or Representation. Without limiting Buyer’s right to adjust the Purchase Price by operation of Sections Section 6.2 and 6.5(aSection 6.5, and subject to certain representations and warranties made by Sellers in Section 4.2(u) and except for the special warranty of title which is contained in the ConveyanceSection 4.2(ff), Seller makes Sellers make no warranty or representation, express, implied, statutory or otherwise, with respect to Sellerthe Company’s or any Subsidiary’s title to any of the Assets and Buyer hereby acknowledges and agrees that, except as provided above, Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets shall be pursuant to the procedures set forth in this Article VI, which remedies (other than those provided for in Section 6.5) shallshall cease, subject to Section 6.6, cease and be deemed to be finally and conclusively satisfiedsatisfied or waived, in all respects, upon the Closing. Furthermore, Seller makes except for the representations and warranties contained in this Agreement, Sellers make no warranty or representation, express, implied, statutory or otherwise, with respect to the accuracy or completeness of the information, records and data now, heretofore or hereafter made available to Buyer in connection with this Agreement (including any description of the Assetsincluding, without limitation, pricing assumptions, potential for production of oil, gas or other hydrocarbons from the Subject Interests or any other matters contained in or related to the Reserve Report or any other material furnished to Buyer by Seller the Company, the Subsidiaries, Sellers or by Seller’s any of their respective agents or representatives).

Appears in 1 contract

Samples: Purchase and Sale Agreement (PDC Energy, Inc.)

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