Common use of Disclaimer of Other Representations or Warranties Clause in Contracts

Disclaimer of Other Representations or Warranties. (a) Except as previously set forth in this Section 3 or in any certificate delivered by Parent or Merger Sub to the Company pursuant to this Agreement, neither Parent nor Merger Sub makes any representation or warranty, express or implied, at law or in equity, with respect to it or any of its assets, liabilities or operations, and any such other representations or warranties are hereby expressly disclaimed. (b) Each of Parent and Merger Sub acknowledges and agrees that, except for the representations and warranties of the Company set forth in Section 2, none of Parent, Merger Sub or any of their respective Representatives is relying on any other representation or warranty of the Company or any other Person made outside of Section 2, including regarding the accuracy or completeness of any such other representations or warranties or the omission of any material information, whether express or implied, in each case, with respect to the Contemplated Transactions.

Appears in 5 contracts

Samples: Merger Agreement (Rexahn Pharmaceuticals, Inc.), Merger Agreement (Rexahn Pharmaceuticals, Inc.), Merger Agreement (Newlink Genetics Corp)

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Disclaimer of Other Representations or Warranties. (a) Except as previously set forth in this Section 3 2 or in any certificate delivered by the Company to Parent or and/or Merger Sub to the Company pursuant to this Agreement, neither Parent nor Merger Sub the Company makes any no representation or warranty, express or implied, at law or in equity, with respect to it or any of its assets, liabilities or operations, and any such other representations or warranties are hereby expressly disclaimed. (b) Each of Parent and Merger Sub The Company acknowledges and agrees that, except for the representations and warranties of the Company Parent and Merger Sub set forth in Section 23, none of Parent, Merger Sub or any of their respective Representatives is relying on any other representation or warranty of the Company Parent or any other Person made outside of Section 23, including regarding the accuracy or completeness of any such other representations or warranties or the omission of any material information, whether express or implied, in each case, with respect to the Contemplated Transactions.

Appears in 3 contracts

Samples: Merger Agreement (Aquinox Pharmaceuticals, Inc), Merger Agreement (Histogenics Corp), Merger Agreement (GTX Inc /De/)

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