Common use of Damage to Parent Clause in Contracts

Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation as an Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 6 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Yelp Inc), Agreement and Plan of Merger (Under Armour, Inc.)

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Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligationobligation of the Company, then (without limiting any of the rights of the Surviving Corporation as an a Parent Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of equity interest in the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breachbreach (it being, understood, however, that the Parent Indemnitees shall not be entitled to recover more than once for the same Damages).

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Viggle Inc.), Agreement and Plan of Merger (Viggle Inc.), Agreement and Plan of Merger (Viggle Inc.)

Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation Entity suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation Entity as an Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving CorporationEntity, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Yelp Inc), Agreement and Plan of Merger (Yelp Inc)

Damage to Parent. The parties acknowledge and agree that, that if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligationobligation of the Company or any Key Stockholder, then (without limiting any of the rights of the Surviving Corporation as an Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)

Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation suffers, or any Acquired Company suffers or incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation or any Acquired Company as an Parent Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving CorporationCorporation or any Acquired Company, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Myriad Genetics Inc)

Damage to Parent. The parties acknowledge Shareholder acknowledges and agree agrees that, if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages Losses as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation as an Indemniteea Parent Indemnified Party) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages Losses as a result of and in connection with such inaccuracy or breach.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (R F Industries LTD)

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Damage to Parent. The parties acknowledge and agree that, that if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant covenant, agreement, or obligationobligation of the Company or any Stockholder, then (without limiting any of the rights of the Surviving Corporation as an Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)

Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation as an a Parent Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breach.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)

Damage to Parent. The parties acknowledge and agree that, if the Surviving Corporation suffers, incurs or otherwise becomes subject to any Damages as a result of or in connection with any inaccuracy in or breach of any representation, warranty, covenant or obligation, then (without limiting any of the rights of the Surviving Corporation as an Indemnitee) Parent shall also be deemed, by virtue of its ownership of the stock of the Surviving Corporation, to have incurred Damages as a result of and in connection with such inaccuracy or breach, but in either case the total amount both Parent and the Surviving Corporation may recover shall not exceed the amount of Damages of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Under Armour, Inc.)

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