Common use of Exculpation Among Stockholders Clause in Contracts

Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any other Person in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement). Each Stockholder agrees that no Stockholder nor their respective Affiliates, controlling persons, officers, directors, partners, agents or employees of any Stockholder shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to taken by any of them in connection with their purchase or acquisition of any Company Shares, except with respect to breaches hereof.

Appears in 5 contracts

Samples: Stockholders Agreement (Sotera Health Co), Stockholders Agreement (Sotera Health Co), Stockholders Agreement (Sotera Health Co)

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Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any Person, firm, or corporation (including without limitation any other Person Stockholder), other than the Company and its officers and directors, in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Company. Each Stockholder agrees that no other Stockholder nor their the respective Affiliates, controlling personsPerson, officers, directors, partners, agents or employees of any other Stockholder shall be liable to any other such Stockholder for any action heretofore or hereafter taken or omitted to taken losses incurred by any of them such Stockholder in connection with their purchase or acquisition of any Company Shares, except with respect to breaches hereofits investment in the Company.

Appears in 2 contracts

Samples: Stockholders’ Agreement (Fairway Group Holdings Corp), Stockholders’ Agreement (Fairway Group Holdings Corp)

Exculpation Among Stockholders. Each Stockholder acknowledges that it such Stockholder is not relying upon any person, firm or corporation, other Person than the Company and its officers and directors, in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Company. Each Stockholder agrees that no Stockholder nor their the respective Affiliates, controlling persons, officers, directors, partners, agents or employees of any Stockholder shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to be taken by any of them in connection with their purchase or acquisition the issuance of the Notes hereunder and any Company Shares, except with respect to breaches hereofshares issuable upon conversion of the Notes.

Appears in 2 contracts

Samples: Exchange Agreement (EnerJex Resources, Inc.), Exchange Agreement (EnerJex Resources, Inc.)

Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any other Person in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Buyer. Each Stockholder agrees that no neither any Stockholder nor their the respective Affiliates, controlling personsPersons, officers, directors, partners, agents agents, or employees of any Stockholder shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to be taken by any of them in connection with their the purchase or acquisition of any Company Shares, except with respect to breaches hereofthe Buyer Common Stock.

Appears in 1 contract

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

Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any Person, firm or corporation (including without limitation any other Person Stockholder), other than the Company and its officers and directors, in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Company. Each Stockholder agrees that no other Stockholder nor their the respective Affiliates, controlling personsperson, officers, directors, partners, agents or employees of any other Stockholder shall be liable to any other such Stockholder for any action heretofore or hereafter taken or omitted to taken losses incurred by any of them such Stockholder in connection with their purchase or acquisition of any Company Shares, except with respect to breaches hereofits investment in the Company.

Appears in 1 contract

Samples: Stockholders’ Agreement (Kenan Advantage Group Inc)

Exculpation Among Stockholders. Each Such Stockholder acknowledges that it is not relying upon any Person, other Person than the Parent, the Company and their respective officers and directors, in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Parent. Each Such Stockholder agrees that no Stockholder nor their respective Affiliates, any of its Affiliates or any controlling persons, members, officers, directors, partners, agents or employees of any Stockholder or its Affiliates shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to be taken by any of them in connection with their the purchase or acquisition of any Company Shares, except with respect to breaches hereofthe Parent Securities.

Appears in 1 contract

Samples: Share Exchange and Assumption Agreement (Xinyuan Real Estate Co LTD)

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Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any other Person in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Surviving Entity. Each Stockholder agrees that no neither any Stockholder nor their the respective Affiliates, controlling personsPersons, officers, directors, partners, agents agents, or employees of any Stockholder shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to be taken by any of them in connection with their the purchase or acquisition of any Company Shares, except with respect to breaches hereofthe Surviving Entity Common Stock.

Appears in 1 contract

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

Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any other Person in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement). Each Stockholder Xxxxxxxxxxx agrees that no Stockholder nor their respective Affiliates, controlling persons, 21 officers, directors, partners, agents or employees of any Stockholder shall be liable to any other Stockholder for any action heretofore or hereafter taken or omitted to taken by any of them in connection with their purchase or acquisition of any Company Shares, except with respect to breaches hereof.

Appears in 1 contract

Samples: Stockholders Agreement

Exculpation Among Stockholders. Each Stockholder acknowledges that it is not relying upon any person, firm or corporation (including without limitation any other Person Stockholder), other than the Company and its officers, directors and other representatives (acting solely in their capacity as representatives of the Company), in deciding to invest and in making its investment or decision to invest in the Company (other than the Company pursuant to any written agreement)Company. Each Stockholder agrees that no other Stockholder nor their the respective Affiliates, controlling persons, officers, directors, partners, members, agents or employees of any other Stockholder shall be liable to any other such Stockholder for any action heretofore or hereafter taken or omitted to taken losses incurred by any of them such Stockholder in connection with their purchase or acquisition of any Company Shares, except with respect to breaches hereofits investment in the Company.

Appears in 1 contract

Samples: Stockholders’ Agreement (Avaya Holdings Corp.)

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