Common use of No Other Representations; No Reliance; Waiver Clause in Contracts

No Other Representations; No Reliance; Waiver. The Company represents, warrants, acknowledges and agrees that none of Parent, Merger Sub, any of their Affiliates or stockholders or any of their respective Representatives makes or has made any representation or warranty, either express or implied, as to the accuracy or completeness of any information provided or made available to the Company, any of its Affiliates or stockholders or any of their respective Representatives (collectively, “Company Related Persons”) or any other person in connection with this Agreement, the Offer, the Merger, the Support Agreements or any of the other transactions contemplated by this Agreement or with respect to any projections, forecasts, estimates, plans or budgets of future revenues, expenses or expenditures, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof), or any component of the foregoing, or any other forward looking information, of Parent, Merger Sub or any of their Affiliates (including any such projections or forecasts provided or made available to the Company or Company Related Persons in expectation of the transactions contemplated by this Agreement), and no Company Related Person has relied on any information or statements made or provided (or not made or provided) to any Company Related Person other than the representations and warranties of Parent and Merger Sub expressly set forth in Article V (as qualified by the Parent Disclosure Letter).

Appears in 1 contract

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

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No Other Representations; No Reliance; Waiver. The Company represents, warrants, acknowledges and agrees that none of Parent, Merger Sub, any of their Affiliates or stockholders shareholders or any of their respective Representatives (collectively, the “Parent Related Persons”) makes or has made any representation or warranty, either express or implied, as to the accuracy or completeness of any information provided or made available to the Company, any of its Affiliates or stockholders shareholders or any of their respective Representatives (collectively, “Company Related Persons”) or any other person Person in connection with this Agreement, the OfferCompany Voting Agreements, the Merger, the Support Agreements Merger or any of the other transactions contemplated by this Agreement or with respect to any projections, forecasts, estimates, plans or budgets of future revenues, expenses or expenditures, future results of operations (or any component thereof)operations, future cash flows or future financial condition (or any component thereof)condition, or any component of the foregoing, or any other forward looking information, of Parent, Merger Sub or any of their Affiliates (including any such projections or forecasts provided or made available to the Company or Company Related Persons in expectation of the transactions contemplated by this Agreement)Affiliates, and no Company Related Person has relied on any information or statements made or provided (or not made or provided) to any Company Related Person other than the representations and warranties of the Parent and Merger Sub expressly set forth in Article V Section 4 of this Agreement (as qualified by the Parent Disclosure Letter)) and any certificate delivered pursuant to Section 7.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Akari Therapeutics PLC)

No Other Representations; No Reliance; Waiver. The Company represents, warrants, acknowledges and agrees that other than as expressly set forth in Section 4 of this Agreement, none of Parent, Merger Sub, any of their Affiliates affiliates or stockholders or any of their respective Representatives (collectively, the “Parent Related Persons”) makes or has made any representation or warranty, either express or implied, as to the accuracy or completeness of any information provided or made available to the Company, any of its Affiliates affiliates or stockholders or any of their respective Representatives (collectively, “Company Related Persons”) or any other person in connection with this Agreement, the Offer, the Merger, the Support Agreements Merger or any of the other transactions contemplated by this Agreement Transactions or with respect to any projections, forecasts, estimates, plans or budgets of future revenues, expenses or expenditures, future results of operations (or any component thereof)operations, future cash flows or future financial condition (or any component thereof)condition, or any component of the foregoing, or any other forward looking information, of Parent, Merger Sub or any of their Affiliates (including any such projections or forecasts provided or made available to the Company or Company Related Persons in expectation of the transactions contemplated by this Agreement)affiliates, and no Company Related Person has relied on any information or statements made or provided (or not made or provided) to any Company Related Person other than the representations and warranties of Parent and Merger Sub expressly set forth in Article V (as qualified by the Parent Disclosure Letter)Section 4 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Xplore Technologies Corp)

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No Other Representations; No Reliance; Waiver. The Company represents, warrants, acknowledges and agrees that none of Parent, Merger Sub, any of their Affiliates or stockholders shareholders or any of their respective Representatives (collectively, the “Parent Related Persons”) makes or has made any representation or warranty, either express or implied, as to the accuracy or completeness of any information provided or made available to the Company, any of its Affiliates or stockholders shareholders or any of their respective Representatives (collectively, “Company Related Persons”) or any other person Person in connection with this Agreement, the OfferCompany Voting Agreements, the Merger, the Support Agreements Merger or any of the other transactions contemplated by this Agreement or with respect to any projections, forecasts, estimates, plans or budgets of future revenues, expenses or expenditures, future results of operations (or any component thereof)operations, future cash flows or future financial condition (or any component thereof)condition, or any component of the foregoing, or any other forward looking information, of Parent, Merger Sub or any of their Affiliates (including any such projections or forecasts provided or made available to the Company or Company Related Persons in expectation of the transactions contemplated by this Agreement)Affiliates, and no Company Related Person has relied on any information or statements made or provided (or not made or provided) to any Company Related Person other than the representations and warranties of the Parent and Merger Sub expressly set forth in Article V Section 4 of this Agreement (as qualified by the Parent Disclosure Letter).) and any certificate delivered pursuant to Section 7. SECTION 4

Appears in 1 contract

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

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