Examples of BREACH OF REPRESENTATION in a sentence
NOTWITHSTANDING THE FOREGOING, THE SOLE AND EXCLUSIVE RIGHT AND REMEDY OF THE TRUSTEE WITH RESPECT TO A BREACH OF REPRESENTATION OR WARRANTY OF THE MORTGAGE LOAN SELLER SHALL BE THE CURE, PURCHASE OR SUBSTITUTION OBLIGATIONS OF THE MORTGAGE LOAN SELLER CONTAINED IN SECTIONS 5 AND 7 HEREOF.
EXCEPT FOR A BREACH OF REPRESENTATION SET FORTH IN SECTION 5.2.1 AND 5.3.1 AND EXCEPT FOR OBLIGATIONS THAT ARISE PURSUANT TO SECTION 6, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES, LOSS OF DATA, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES ARISING OUT OF THIS AGREEMENT BASED ON A CONTRACT OR QUASI-CONTRACT THEORY OF LIABILITY.
ANY CLAIMS PURCHASER MAY HAVE FOR BREACH OF REPRESENTATION OR WARRANTY SHALL BE BASED SOLELY ON THE REPRESENTATIONS AND WARRANTIES OF SELLER SET FORTH IN ARTICLE V HEREOF (AS MODIFIED BY THE SCHEDULES HERETO AS SUPPLEMENTED OR AMENDED).
THE INDEMNIFICATION PROVISIONS IN THIS SECTION 8.3 ARE EXPRESSLY INTENDED TO APPLY NOTWITHSTANDING THE NEGLIGENCE OR GROSS NEGLIGENCE (WHETHER SOLE, CONCURRENT, ACTIVE OR PASSIVE) OR STRICT LIABILITY OR ILLEGAL CONDUCT ON THE PART OF THE SELLER INDEMNITEES OR WHETHER DAMAGES ARE ASSERTED IN CONTRACT, QUASI-CONTRACT, BREACH OF REPRESENTATION AND WARRANTY (EXPRESS OR IMPLIED), PERSONAL INJURY OR OTHER TORT, UNDER LAW OR OTHERWISE.
NOTWITHSTANDING THE FOREGOING, THE SOLE AND EXCLUSIVE RIGHT AND REMEDY OF THE TRUSTEE WITH RESPECT TO A BREACH OF REPRESENTATION OR WARRANTY OF THE MORTGAGE LOAN SELLER SHALL BE THE PURCHASE OR SUBSTITUTION OBLIGATIONS OF THE MORTGAGE LOAN SELLER CONTAINED IN SECTIONS 5 AND 7 HEREOF.
ANY CLAIMS PURCHASER MAY HAVE FOR BREACH OF REPRESENTATION OR WARRANTY SHALL BE BASED SOLELY ON THE REPRESENTATIONS AND WARRANTIES OF SELLERS SET FORTH IN ARTICLE III HEREOF (AS MODIFIED BY THE SCHEDULES HERETO) OR IN ANY CERTIFICATE DELIVERED AT CLOSING.
EXCEPT IN THE EVENT OF BREACH OF REPRESENTATION, WARRANTY OR COVENANT, FRAUD OR WILLFUL MISCONDUCT, ALL LOAN ASSETS SOLD TO BUYER UNDER THIS AGREEMENT ARE SOLD AND TRANSFERRED WITHOUT RECOURSE.
BUYER AND PARENT HEREBY ACKNOWLEDGE AND AGREE THAT (A) EXCEPT TO THE EXTENT SPECIFICALLY SET FORTH IN THIS ARTICLE 2 (AS QUALIFIED BY THE DISCLOSURE SCHEDULE), BUYER IS ACQUIRING THE ASSETS AND BUSINESS OF THE COMPANY ON AN "AS IS, WHERE IS" BASIS, AND (B) ANY CLAIMS BUYER OR PARENT MAY HAVE FOR BREACH OF REPRESENTATION OR WARRANTY MUST BE BASED SOLELY ON THE REPRESENTATIONS AND WARRANTIES SET FORTH IN THIS ARTICLE 2 (AS QUALIFIED BY THE DISCLOSURE SCHEDULE).
ANY CLAIMS BUYER MAY HAVE FOR BREACH OF REPRESENTATION OR WARRANTY SHALL BE BASED SOLELY ON THE REPRESENTATIONS AND WARRANTIES OF SELLER EXPRESSLY SET FORTH IN THE TRANSACTION DOCUMENTS (AS MODIFIED BY THE SCHEDULES THERETO).
THE INDEMNIFICATION SET FORTH IN SECTION 4.2 AND THIS SECTION 9 SHALL CONSTITUTE THE SOLE AND EXCLUSIVE POST-CLOSING REMEDIES OF THE PARTIES WITH RESPECT TO ANY BREACH OF REPRESENTATION OR WARRANTY OR NON-PERFORMANCE OF ANY COVENANTS OR AGREEMENT CONTAINED IN THIS AGREEMENT.