Common use of Investigation; No Company Recourse Clause in Contracts

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of Company or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by Company or Stockholders’ Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company Stockholder shall have no right of contribution or other recourse against Company, or any of its respective directors, officers, employees, affiliates, agents, attorneys, representatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company in this Agreement or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Representative under this Agreement pursuant to Sections 11.1(a), (l) and (p) shall not be affected by any investigation conducted by any Parent Indemnified Party of any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company Stockholder An Indemnifying Holder shall have no right of contribution or other recourse against CompanyParent Indemnified Parties, the Surviving Corporation, the Company Subsidiaries or any of its their respective directors, officers, employees, affiliates, agents, attorneys, representativesRepresentatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of or any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company Stockholder . An Indemnifying Securityholder shall have no right of contribution or other recourse against the Company, or any of its respective directors, officers, employees, affiliates, agents, attorneys, representatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of or any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company Stockholder An Indemnifying Securityholder shall have no right of contribution or other recourse against the Company, or any of its respective directors, officers, employees, affiliates, agents, attorneys, representatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of or any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company An Indemnifying Stockholder shall have no right of contribution or other recourse against the Company, or any of its respective directors, officers, employees, affiliates, agents, attorneys, representatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company or the Stockholders’ Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company Stockholder An Indemnifying Securityholder shall have no right of contribution or other recourse against the Company, or any of its respective directors, officers, employees, affiliates, agents, attorneys, representatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.

Investigation; No Company Recourse. (a) The right to indemnification or any other remedy based on representations, warranties, covenants and agreements of the Company or the Stockholders’ Stockholder Representative in this Agreement, or any document, certificate or other instrument required to be delivered by the Company or Stockholders’ Stockholder Representative under this Agreement shall not be affected by any investigation conducted by any Parent Indemnified Party of any other Person at any time, or any knowledge acquired (or capable of being acquired) by any Parent Indemnified Party or any other Person at any time, whether before or after the execution and delivery of this Agreement or the Effective Time, with respect to the accuracy or inaccuracy of, or compliance with, any such representation, warranty, covenant or agreement. (b) A Company An Indemnifying Stockholder shall have no right of contribution or other recourse against CompanyParent Indemnified Parties, the Surviving Corporation, the Company Subsidiaries or any of its their respective directors, officers, employees, affiliates, agents, attorneys, representativesRepresentatives, assigns or successors, for any indemnification claims asserted by any Parent Indemnified Parties, it being acknowledged and agreed that the representations, warranties, covenants and agreements of the Company are solely for the benefit of the Parent Indemnified Parties, provided, however, that any Company Stockholder may pursue claims against any director or officer of Company with respect to which such director or officer is not entitled to indemnification or other recourse against any Parent Indemnified Party arising out of any right of such director or officer now existing on the date hereof.