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Common use of No Recourse Clause in Contracts

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 59 contracts

Samples: Stockholders' Agreement (Kodiak Gas Services, Inc.), Stockholders’ Agreement (SilverSun Technologies, Inc.), Shareholder Agreements (Kodiak Gas Services, Inc.)

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No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 16 contracts

Samples: Merger Agreement (Camber Energy, Inc.), Merger Agreement (NTS Realty Holdings Lp), Merger Agreement (Hallwood Group Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, directorDirector, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 16 contracts

Samples: Shareholder Agreements (Core & Main, Inc.), Shareholder Agreement (Core & Main, Inc.), Shareholder Agreements (Agilon Health, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 15 contracts

Samples: Shareholders Agreement (Falcon Minerals Corp), Voting Agreement (Cannae Holdings, Inc.), Voting Agreement (Ceridian HCM Holding Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement Agreement, may only be made only against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, of the transactions contemplated hereby.

Appears in 14 contracts

Samples: Stockholders' Agreement (Calumet, Inc. /DE), Conversion Agreement (Calumet Specialty Products Partners, L.P.), Merger Agreement (Dril-Quip Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 13 contracts

Samples: Stockholders Agreement (REV Renewables, Inc.), Registration Rights Agreement (Dynasty Financial Partners Inc.), Nomination Agreement (EVgo Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto Parties and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have Party has any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 8 contracts

Samples: Merger Agreement (Targa Resources Corp.), Merger Agreement (Targa Resources Corp.), Merger Agreement (Atlas Energy, L.P.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 8 contracts

Samples: Merger Agreement (Marlborough Software Development Holdings Inc.), Merger Agreement (Cybex International Inc), Merger Agreement (Synergx Systems Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities Persons that are expressly identified as parties Parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 7 contracts

Samples: Voting Agreement (Kinetik Holdings Inc.), Stockholders Agreement (Kinetik Holdings Inc.), Voting Agreement (Kinetik Holdings Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement Agreement, may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, of the transactions contemplated hereby.

Appears in 7 contracts

Samples: Stockholders Agreement (Driven Brands Holdings Inc.), Stockholders Agreement (Latham Group, Inc.), Stockholders Agreement (Driven Brands Holdings Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have has any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 7 contracts

Samples: Merger Agreement (Amplify Energy Corp), Merger Agreement (Midstates Petroleum Company, Inc.), Merger Agreement (Sandridge Energy Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 6 contracts

Samples: Merger Agreement (Spring Valley Acquisition Corp.), Business Combination Agreement (Novus Capital Corp), Investor Rights Agreement (Spring Valley Acquisition Corp.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 4 contracts

Samples: Merger Agreement (Northern Tier Energy LP), Merger Agreement (Plains All American Pipeline Lp), Merger Agreement (Paa Natural Gas Storage Lp)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 4 contracts

Samples: Registration Rights Agreement (DiMaio Ahmad Capital LLC), Merger Agreement (Suncom Wireless Holdings, Inc.), Registration Rights Agreement (Suncom Wireless Holdings, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto or any of the foregoing shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.. [Remainder of Page Intentionally Left Blank]

Appears in 3 contracts

Samples: Stockholders Agreement (Hilton Grand Vacations Inc.), Stockholders Agreement (Hilton Worldwide Holdings Inc.), Stockholders Agreement (Hilton Grand Vacations Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Ivivi Technologies, Inc.), Business Combination Agreement (Subsea 7 S.A.), Asset Purchase Agreement (Ivivi Technologies, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partnerpartner (general or limited), stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Silverleaf Resorts Inc), Agreement and Plan of Merger (Silverleaf Resorts Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Exchange Agreement (Highland Capital Management Lp), Exchange Agreement (DiMaio Ahmad Capital LLC), Exchange Agreement (Pardus Capital Management L.P.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, directorRepresentative, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney partner or representative stockholder of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Voting Agreement (Crestwood Midstream Partners LP), Voting Agreement (Inergy Midstream, L.P.), Voting Agreement (Inergy L P)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or other representative of any party Party hereto shall have has any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (Noble Energy Inc), Merger Agreement (Clayton Williams Energy Inc /De), Merger Agreement (Noble Energy Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this AgreementAgreement or the Transactions, or the negotiation, execution or performance of this Agreement Agreement, may only be made against the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative Representative of any party Party hereto shall have has any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated herebyTransactions.

Appears in 3 contracts

Samples: Merger Agreement (LogicBio Therapeutics, Inc.), Merger Agreement (Qad Inc), Merger Agreement (Qad Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action Proceedings that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities Persons that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative Representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim Proceeding based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Merger Agreement (TGC Industries Inc), Merger Agreement (TGC Industries Inc), Merger Agreement (Dawson Geophysical Co)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Registration Rights Agreement (Agilon Health, Inc.), Registration Rights Agreement (Agilon Health, Inc.), Supervisory Board Member Nomination and Voting Agreement (Innocoll AG)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto Parties and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto Party shall have any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 3 contracts

Samples: Stockholders’ Agreement (BKV Corp), Stockholders’ Agreement (BKV Corp), Stockholders’ Agreement (BKV Corp)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, Agreement or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto Parties and no past, present or future Affiliate, directorDirector, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto Party shall have any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Shareholder Agreement (Warner Music Group Corp.), Stockholder Agreement (Warner Music Group Corp.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative Representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tribune Co), Securities Purchase Agreement (Tribune Co)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Transocean Inc), Merger Agreement (Globalsantafe Corp)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties Parties hereto and no past, present Company Related Parties and no Affiliates or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative Representatives of any party hereto Parent (other than Merger Sub under this Agreement) shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim (whether in tort, contract or otherwise) based on, in respect of, or by reason of, the transactions contemplated herebyhereby or in respect of any oral representations made or alleged to be made in connection herewith.

Appears in 2 contracts

Samples: Merger Agreement (Ginkgo Bioworks Holdings, Inc.), Agreement and Plan of Merger (Zymergen Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Shareholder Agreement (AdvancePierre Foods Holdings, Inc.), Shareholder Agreement (AdvancePierre Foods Holdings, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto Parties, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto Party shall have any liability for any obligations or liabilities of the parties to this Agreement Parties or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Us 1 Industries Inc), Merger Agreement (Us 1 Industries Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or other representative of any party hereto shall have has any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Montage Resources Corp), Merger Agreement (Southwestern Energy Co)

No Recourse. This Subject to Section 9.07, this Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Greenfield Online Inc), Merger Agreement (Microsoft Corp)

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No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 2 contracts

Samples: Registration Rights Agreement (DoubleVerify Holdings, Inc.), Registration Rights Agreement (DoubleVerify Holdings, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.. (Signature Pages Follow)

Appears in 2 contracts

Samples: Stockholders Voting Agreement, Stockholders Voting Agreement

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto Parent Related Parties shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim (whether in tort, contract or otherwise, including under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 or other Environmental Laws) based on, in respect of, or by reason of, the transactions contemplated herebyhereby or in respect of any oral representations made or alleged to be made in connection herewith.

Appears in 1 contract

Samples: Merger Agreement (Kaleyra, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby, other than by reason of fraud or intentional or willful misconduct.

Appears in 1 contract

Samples: Merger Agreement (Transocean Ltd.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties Parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.. 20

Appears in 1 contract

Samples: Exchange Agreement (Suncom Wireless Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no hereto. No past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Morton Industrial Group Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto or any of the foregoing shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hilton Worldwide Holdings Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Cumulus Media Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement Agreement, may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Soundbite Communications Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative Representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Quest Resource Corp)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (FCStone Group, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby., other than by reason of fraud or intentional or willful misconduct. [Signatures on next page]

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transocean Partners LLC)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Arrangement Agreement (Integrated Device Technology Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby, provided that this agreement may be enforced against anyone who is party hereto.

Appears in 1 contract

Samples: Shareholder Agreement (InterXion Holding N.V.)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Voting Agreement (Pioneer Natural Resources Co)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this -63- Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Egl Inc)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholdershareholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.. [Signature Page Follows]

Appears in 1 contract

Samples: Acquisition Agreement (First Community Bank Corp of America)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, equityholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Registration Rights Agreement (Broadstone Net Lease, Inc.)

No Recourse. This Agreement may only be enforced against, and any claims or cause of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement Agreement, may only be made only against the entities that are expressly identified as parties hereto hereto, and no past, present or future Affiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, of the transactions contemplated hereby.

Appears in 1 contract

Samples: Director Nominations Agreement (Applovin Corp)

No Recourse. This Agreement may only be enforced against, and any claims or cause causes of action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against against, the entities that are expressly identified as parties Parties hereto and no past, present or future Affiliateaffiliate, director, officer, employee, incorporator, member, manager, partner, stockholder, agent, attorney or representative of any party Party hereto shall have any liability for any obligations or liabilities of the parties to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby.

Appears in 1 contract

Samples: Merger Agreement (Memry Corp)

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