Common use of Acknowledgments by Affiliate Clause in Contracts

Acknowledgments by Affiliate. The Affiliate understands and hereby acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall be relied upon by Olympic, the Company and their respective affiliates and legal counsel, and that substantial losses and damages may be incurred by such persons if the representations and warranties of the Affiliate contained herein are inaccurate or if the covenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company that the Affiliate has carefully read this Agreement and the Merger Agreement and has discussed the requirements of this Agreement with the Affiliate's professional advisors, who are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Voting Agreement (Olympic Cascade Financial Corp)

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Acknowledgments by Affiliate. The Affiliate acknowledges and understands and hereby acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall will be relied upon by OlympicParent, the Company Company, and their respective affiliates affiliates, counsel and legal counsel, accounting firms for purposes of determining Parent's eligibility to account for the Merger as a "pooling of interests," and that substantial losses and damages may be incurred by such these persons if the representations and Affiliate's representations, warranties of the Affiliate contained herein are inaccurate or if the covenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company that the Affiliate has carefully read this Agreement and the Merger Agreement and has discussed had an opportunity to discuss the requirements of this Agreement with the Affiliate's professional advisors, who are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Verifone Inc)

Acknowledgments by Affiliate. The Affiliate understands and hereby ---------------------------- acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall be relied upon by OlympicParent, the Company and their respective affiliates and legal counsel, and that substantial losses and damages may be incurred by such persons if the representations and warranties of the Affiliate contained herein are inaccurate or if the covenants convenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company that the Affiliate has carefully read this Agreement and the Merger Reorganization Agreement and has discussed had the opportunity to discuss the requirements of this Agreement with the Affiliate's professional advisors, who Affiliate believes are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Novell Inc)

Acknowledgments by Affiliate. The Affiliate understands and ---------------------------- hereby acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall be relied upon by OlympicParent, the Company and their respective affiliates and legal counsel, and that substantial losses and damages may be incurred by such persons if the representations and warranties of the Affiliate contained herein are inaccurate or if the covenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company Parent that the Affiliate has carefully read this Agreement and the Merger Reorganization Agreement and has discussed the requirements of this Agreement with the Affiliate's professional advisors, who are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Affiliate Agreement (Netopia Inc)

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Acknowledgments by Affiliate. The Affiliate understands and hereby acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall be relied upon by OlympicAcquiror, the Company and their respective affiliates and legal counsel, and that substantial losses and damages may be incurred by such persons if the representations and warranties of the Affiliate contained herein are inaccurate or if the covenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company Acquiror that the Affiliate has carefully read this Agreement and the Merger Agreement and has discussed the requirements of this Agreement with the Affiliate's ’s professional advisors, who are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Form of Affiliate Agreement (Genesis Microchip Inc)

Acknowledgments by Affiliate. The Affiliate understands and hereby acknowledges that the representations, warranties and covenants by the Affiliate set forth herein shall be relied upon by OlympicParent, the Company and their respective affiliates and legal counsel, and that substantial losses and damages may be incurred by such persons if the representations and warranties of the Affiliate contained herein are inaccurate or if the covenants of the Affiliate contained herein are breached. The Affiliate hereby represents and warrants to the Company Parent that the Affiliate has carefully read this Agreement and the Merger Reorganization Agreement and has discussed the requirements of this Agreement with the Affiliate's professional advisors, who are qualified to advise the Affiliate with regard to such matters.

Appears in 1 contract

Samples: Affiliate Agreement (Proxim Inc /De/)

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