No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement. (ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
Appears in 14 contracts
Samples: Investment Agreement (Bright Health Group Inc.), Investment Agreement (Zuora Inc), Investment Agreement (Zuora Inc)
No Additional Representations. (i) The Company acknowledges that the each Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and or in any certificate delivered by the such Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and or in any certificate delivered by the such Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and or in any certificate delivered by the each Purchaser pursuant to this Agreement, (i) no person has been authorized by the such Purchaser to make any representation or warranty relating to the such Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the such Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the such Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and or in any certificate delivered by the such Purchaser pursuant to this Agreement.
Appears in 9 contracts
Samples: Subscription Agreement (Oatly Group AB), Investment Agreement (Owlet, Inc.), Subscription Agreement (Oatly Group AB)
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
(iii) Notwithstanding the foregoing, nothing in this Section 3.01(s) shall be deemed to limit the Company’s or its Affiliates’ rights or remedies with respect to fraud.
Appears in 2 contracts
Samples: Investment Agreement (Virtusa Corp), Investment Agreement (Groupon, Inc.)
No Additional Representations. (i) The Company Purchaser acknowledges that the Purchaser makes no Company does not make any representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 4.01 and in any certificate delivered by the Purchaser Company pursuant to this Agreement, and the Company Purchaser has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 4.01 and in any certificate delivered by the Purchaser Company pursuant to this Agreement.
(ii) The Company Purchaser acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 4.01 and in any certificate delivered by the Purchaser Company pursuant to this Agreement, (iA) no person has been authorized by the Purchaser Company to make any representation or warranty relating to the Purchaser Company or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company Purchaser as having been authorized by the PurchaserCompany, and (iiB) any materials or information provided or addressed to the Company Purchaser or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser Company unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 4.01 of this Agreement and in any certificate delivered by the Purchaser Company pursuant to this Agreement.
(iii) The Purchaser has conducted its own independent review and analysis of the business, operations, assets, liabilities, results of operations, financial condition and prospects of the Company and its Subsidiaries and acknowledges the Purchaser has been provided with sufficient access for such purposes.
Appears in 2 contracts
Samples: Investment Agreement (Zenvia Inc.), Investment Agreement (Bobsin Cassio)
No Additional Representations. (i) The Company acknowledges that the each Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and or in any certificate delivered by the such Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by any such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and or in any certificate delivered by the such Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and or in any certificate delivered by the each Purchaser pursuant to this Agreement, (i) no person has been authorized by the such Purchaser to make any representation or warranty relating to the such Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the such Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of such Purchaser, and the Purchaser Company has not relied on any such information, unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and or in any certificate delivered by the such Purchaser pursuant to this Agreement.
Appears in 2 contracts
Samples: Investment Agreement (Viavi Solutions Inc.), Investment Agreement
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this AgreementPurchaser.
Appears in 2 contracts
Samples: Securities Purchase Agreement (MDC Partners Inc), Securities Purchase Agreement (MDC Partners Inc)
No Additional Representations. (i) The Company acknowledges that the each Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the such Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the such Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the a Purchaser pursuant to this Agreement, (i) no person has been authorized by the such Purchaser to make any representation or warranty relating to the such Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the such Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the such Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the such Purchaser pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Agreement (Symantec Corp)
No Additional Representations. (i) The Company acknowledges that the Purchaser each Investor makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser each Investor pursuant to this Agreement, (i) no person has been authorized by the Purchaser such Investor to make any representation or warranty relating to the Purchaser such Investor or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchasersuch Investor, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser such Investor unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
(iii) Notwithstanding the foregoing, nothing in this Section 3.01(s) shall be deemed to limit the Company’s or its Affiliates’ rights or remedies with respect to fraud.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges and the Guarantor acknowledge that the Purchaser each Investor makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement, and neither the Company has not nor the Guarantor have relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement.
(ii) The Company acknowledges and agrees the Guarantor acknowledge and agree that, except for the representations and warranties expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser each Investor pursuant to this Agreement, (i) no person has been authorized by the Purchaser such Investor to make any representation or warranty relating to the Purchaser such Investor or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchasersuch Investor, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser such Investor unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and or in any certificate delivered by the Purchaser such Investor pursuant to this Agreement.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the each Purchaser makes no representation or warranty as to any other matter whatsoever except as expressly set forth in Section 3.02 and 3.2 hereof or in any certificate delivered by the such Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and 3.2 or in any certificate delivered by the such Purchaser pursuant to this Agreement.
(ii) . The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and 3.2 or in any certificate delivered by the each Purchaser pursuant to this Agreement, (i) no person Person has been authorized by the such Purchaser to make any representation or warranty relating to the such Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the such Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the such Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 3.2 of this Agreement and or in any certificate delivered by the such Purchaser pursuant to this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Outlook Therapeutics, Inc.)
No Additional Representations. (i) The Company acknowledges that the Purchaser makes make no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
Appears in 1 contract
No Additional Representations. (i) i. The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) . The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
iii. Notwithstanding the foregoing, nothing in this Section 3.01(r) shall be deemed to limit the Company’s or its Affiliates’ rights or remedies with respect to fraud by the Purchaser.
Appears in 1 contract
Samples: Investment Agreement (Eos Energy Enterprises, Inc.)
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and or in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and or in any certificate delivered by the Purchaser pursuant to this Agreement.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company Seller acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 Article IV (a) Buyer and Buyer Parent do not make, and have not made, any representations or warranties relating to itself or its businesses or otherwise in connection with the transactions contemplated hereby and Seller is not relying on any certificate delivered by the Purchaser pursuant to representation or warranty except for those expressly set forth in this Agreement, (ib) no person has been authorized by the Purchaser Buyer or Buyer Parent to make any representation or warranty relating to the Purchaser itself or its business or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company Seller as having been authorized by the Purchasersuch party, and (iic) any estimates, projections, predictions, data, financial information, memoranda, presentations or any other materials or information provided or addressed to the Company Seller or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are is the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser pursuant to this AgreementArticle IV.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the Purchaser makes Purchasers make no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and 3.02, in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and 3.02, in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and 3.02, in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement, (i) no person has been authorized by the Purchaser Purchasers to make any representation or warranty relating to the Purchaser Purchasers or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the PurchaserPurchasers, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives Representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser Purchasers unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and Agreement, in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Agreement (Inspirato Inc)
No Additional Representations. (i) The Company acknowledges that the each Purchaser makes no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the such Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the any Purchaser pursuant to this Agreement.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the each Purchaser pursuant to this Agreement, (i) no person has been authorized by the any Purchaser to make any representation representation, warranty or warranty statement relating to the such Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation representation, warranty or warranty statement must not be relied upon by the Company as having been authorized by the such Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the any Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the such Purchaser pursuant to this Agreement.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the Purchaser makes Purchasers make no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement3.2, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement3.2.
(ii) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant to this Agreement3.2, (i) no person has been authorized by the Purchaser Purchasers to make any representation or warranty relating to the Purchaser Purchasers or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the PurchaserPurchasers, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser Purchasers unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 3.2 of this Agreement and in any certificate delivered by the Purchaser pursuant to this Agreement.
(iii) Notwithstanding the foregoing, nothing in this Section 3.1(mm) shall be deemed to limit the Company’s or its Affiliates’ rights or remedies with respect to fraud by the Purchasers.
Appears in 1 contract
No Additional Representations. (i1) The Company acknowledges that the Purchaser makes Purchasers make no representation or warranty as to any matter whatsoever except as expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement.
(ii2) The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement, (i) no person has been authorized by the Purchaser Purchasers to make any representation or warranty relating to the Purchaser Purchasers or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the PurchaserPurchasers, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser Purchasers unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 of this Agreement and in any certificate delivered by the Purchaser Purchasers pursuant to this Agreement.
(3) Notwithstanding the foregoing, nothing in this Section 3.01(R) shall be deemed to limit the Company’s or its Affiliates’ rights or remedies with respect to fraud by the Purchasers.
Appears in 1 contract
Samples: Investment Agreement (Eos Energy Enterprises, Inc.)
No Additional Representations. (i) The Company acknowledges that Except for the Purchaser makes no representations and warranties made by Emergent in this Agreement and the other Transaction Documents, Emergent does not make any express or implied representation or warranty as with respect to any matter whatsoever except as expressly set forth Emergent or its Subsidiaries or their respective businesses, operations, assets, liabilities, conditions (financial or otherwise) or prospects in Section 3.02 and in any certificate delivered by connection with this Agreement or the Purchaser pursuant to this Agreementtransactions contemplated hereby, and the Company has not relied on or been induced by Emergent hereby disclaims any such information or any other representations or warranties (whether express warranties. In particular, without limiting the foregoing disclaimer, Emergent does not make or implied has not made any representation or made orally warranty to Holdings, the Company or in writing) not expressly set forth in Section 3.02 and in any certificate delivered by the Purchaser pursuant of their Affiliates or Representatives with respect to this Agreement.
(ii) The Company acknowledges and agrees thatany oral or, except for the representations and warranties expressly set forth made by Emergent in Section 3.02 this Agreement and in any certificate delivered by the Purchaser pursuant other Transaction Documents, written information presented to this AgreementHoldings, (i) no person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its their Affiliates or representatives are not and shall not be deemed to be or include representations or warranties Representatives in the course of their due diligence investigation of the Purchaser unless Emergent, the negotiation of this Agreement or in the course of the transactions contemplated hereby and neither Emergent nor any such materials Affiliate or information are the subject of Representative thereof shall have any express liability for any representation or warranty not set forth in Section 3.02 of this Agreement and or the other Transaction Documents. Notwithstanding the foregoing, this Section 3.11 shall not limit the Holdings Indemnified Parties’ remedies in any certificate delivered by the Purchaser pursuant to this Agreementcase of fraud.
Appears in 1 contract
No Additional Representations. (i) The Company acknowledges that the Purchaser makes no representation or warranty as to any other matter whatsoever except as expressly set forth in Section 3.02 and 3.2 hereof or in any certificate delivered by the Purchaser pursuant to this Agreement, and the Company has not relied on or been induced by such information or any other representations or warranties (whether express or implied or made orally or in writing) not expressly set forth in Section 3.02 and 3.2 or in any certificate delivered by the Purchaser pursuant to this Agreement.
(ii) . The Company acknowledges and agrees that, except for the representations and warranties expressly set forth in Section 3.02 and 3.2 or in any certificate delivered by the Purchaser pursuant to this Agreement, (i) no person Person has been authorized by the Purchaser to make any representation or warranty relating to the Purchaser or otherwise in connection with the transactions contemplated hereby, and if made, such representation or warranty must not be relied upon by the Company as having been authorized by the Purchaser, and (ii) any materials or information provided or addressed to the Company or any of its Affiliates or representatives are not and shall not be deemed to be or include representations or warranties of the Purchaser unless any such materials or information are the subject of any express representation or warranty set forth in Section 3.02 3.2 of this Agreement and or in any certificate delivered by the Purchaser pursuant to this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Outlook Therapeutics, Inc.)