Common use of Differing Valuations Clause in Contracts

Differing Valuations. Seller understands and acknowledges that Seller and the Company may have differing views of the current and likely future value of the Shares. Seller further acknowledges that, except for the representations and warranties explicitly set forth herein, the Company is not and has not made any statement, representation or warranty to Seller concerning: (i) the fairness or adequacy of the consideration given or received under this Agreement; (ii) the current or likely future value of the Shares; (iii) the markets, business, products, management, technical or marketing capabilities, financial affairs or prospects of the Company; or (iv) any other matter that has been relied upon by Seller or Seller's advisors in assessing the value of the Shares or determining whether to enter into this Agreement upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Stock Repurchase and Notes Cancellation Agreement (Lexar Media Inc), Stock Repurchase and Note Cancellation Agreement (Lexar Media Inc), Stock Repurchase and Notes Cancellation Agreement (Lexar Media Inc)

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Differing Valuations. Seller understands and acknowledges that Seller and the Company may have differing views of the current and likely future value of the Shares. Seller and Optionee each further acknowledges that, except for the representations and warranties explicitly set forth herein, the Company is not and has not made any statement, representation or warranty to Seller or Optionee concerning: (i) the fairness or adequacy of the consideration given or received under this Agreement; (ii) the current or likely future value of the Shares; (iii) the markets, business, products, management, technical or marketing capabilities, financial affairs or prospects of the Company; or (iv) any other matter that has been relied upon by Seller Seller, Optionee or Seller's their respective legal counsel or advisors in assessing the value of the Shares or determining whether to enter into this Agreement upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Stock Repurchase Agreement (Transmeta Corp), Stock Repurchase Agreement (Transmeta Corp)

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