No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the Purchasers. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the Purchasers, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Ixl Enterprises Inc), Securities Purchase Agreement (Gentle Dental Service Corp), Securities Purchase Agreement (Seattle Genetics Inc /Wa)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company Issuers contained in this Agreement (a) are being given by the Company Issuers as an inducement to the Purchasers to enter into this Agreement and the other Financing Documents (and the Company acknowledges Issuers acknowledge that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the Purchasers. Accordingly, no third party (including, without limitation, any holder of capital stock Securities of the CompanyIssuers) or anyone acting on behalf of any thereof such third party (other than the Purchasers, and each of them, ) shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers or the Company Issuers with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Insight Venture Partners Iv Lp), Securities Purchase Agreement (Insight Capital Partners Iv Lp), Securities Purchase Agreement (Exchange Applications Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Transaction Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersInvestors. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any holder thereof other than the Purchasers, and each of them, Investors shall be a third third-party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 5 contracts
Samples: Note Purchase Agreement (Accelerate Diagnostics, Inc), Note Purchase Agreement (Accelerate Diagnostics, Inc), Note Exchange Agreement (Accelerate Diagnostics, Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Holders to enter into this Agreement and the other Transaction Documents (and the Company acknowledges that the Purchasers Holders have expressly relied thereon) and (b) are solely for the benefit of the PurchasersHolders. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any holder thereof other than the PurchasersHolders, and each of them, shall be a third third-party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Holders or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 2 contracts
Samples: Settlement Agreement (PRECISION OPTICS Corp INC), Settlement Agreement (Avantair, Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (ai) are being given by the Company as an inducement to the Purchasers to enter into this Agreement and the other Documents Related Agreements (and the Company acknowledges that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the PurchasersPurchasers and their respective successors and assigns. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof thereof, other than the Purchasers, Purchasers and each of themtheir respective successors and assigns, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Company or the Company Purchasers with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 2 contracts
Samples: Common Unit Purchase Agreement (Dj Orthopedics Capital Corp), Preferred Unit Purchase Agreement (Donjoy LLC)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersStockholders. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the Purchasers, and each of themInvestors, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.. * * * * *
Appears in 2 contracts
Samples: Investor Rights Agreement (Seattle Genetics Inc /Wa), Rights Agreement (Seattle Genetics Inc /Wa)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company Sellers, the General Partners and the Partnership contained in this Agreement (including, without limitation, the Schedules, Exhibits and attachments hereto) (a) are being given by the Company as an inducement to the Purchasers Buyer to enter into this Agreement and the other Related Documents to which it is a party (and the Company each of such Persons acknowledges that the Purchasers have Buyer has expressly relied thereon) and (b) are solely for the benefit of the PurchasersBuyer. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersIndemnified Persons, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement Section 10, or otherwise.
Appears in 1 contract
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersInvestors. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersInvestors or the Investor Representatives, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.matter
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Safety 1st Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers to enter into this Agreement and the other Transaction Documents (and the Company acknowledges that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the Purchasers. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any holder thereof other than the Purchasers, and each of them, shall be a third third-party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Avantair, Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company and Subsidiaries as an inducement to the Purchasers to enter into this Agreement and the other Documents (and the Company acknowledges and Subsidiaries acknowledge that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the PurchasersPurchasers and Agent. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersPurchasers and Agent, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Purchasers, Company or the Company Subsidiaries with respect to such representations or warranties or any matter subject to or resulting in indemnification arising under this Agreement or otherwise.
Appears in 1 contract
Samples: Securities Purchase Agreement (Midas Medici Group Holdings, Inc.)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Equity Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersInvestors. Accordingly, no third party (including, without limitation, any holder of capital stock Securities of the Company) or anyone acting on behalf of any thereof such third party (other than the Purchasers, and each of them, Investors) shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
Samples: Securities Purchase Agreement (Exchange Applications Inc)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company Company, the Shareholder and the Investor contained in this Agreement and the Related Documents (a) are being given by the Company such party as an inducement to the Purchasers other parties to enter into this Agreement and the other Related Documents to which they are a party (and the Company each party acknowledges that the Purchasers other parties have expressly relied thereon) and (b) are solely for the benefit of the Purchasersparties hereto, as applicable. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersIndemnified Persons, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investor, the Shareholder or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement Article VIII, or otherwise.
Appears in 1 contract
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Holders to enter into this Agreement and the other Transaction Documents (and the Company acknowledges that the Purchasers Holders have expressly relied thereon) and (b) are solely for the benefit of the PurchasersHolders. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any holder thereof other than the PurchasersHolders, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Holders or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
Samples: Note Exchange Agreement (Healthcare Acquisition Corp)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers have expressly relied thereon) and (b) are solely for the benefit of the Purchasers. Accordingly, no third party (including, without limitation, any -42- holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersPurchasers or the Purchaser Representatives, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Purchaser to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers Purchaser have expressly relied thereon) and (b) are solely for the benefit of the PurchasersPurchaser. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the PurchasersPurchaser, and each of them, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Purchaser or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification arising under this Agreement or otherwise.
Appears in 1 contract
Samples: Securities Purchase Agreement (Official Information Co)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersInvestors. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any thereof other than the Purchasers, and each of themInvestors, shall be a third party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
Samples: Registration Rights Agreement (Platinum Research Organization, Inc.)
No Third Party Reliance. Anything contained herein to the contrary notwithstanding, the representations and warranties of the Company contained in this Agreement (a) are being given by the Company as an inducement to the Purchasers Investors to enter into this Agreement and the other Transaction Documents (and the Company acknowledges that the Purchasers Investors have expressly relied thereon) and (b) are solely for the benefit of the PurchasersInvestors. Accordingly, no third party (including, without limitation, any holder of capital stock of the Company) or anyone acting on behalf of any holder thereof other than the PurchasersInvestors, and each of them, shall be a third third-party or other beneficiary of such representations and warranties and no such third party shall have any rights of contribution against the Purchasers Investors or the Company with respect to such representations or warranties or any matter subject to or resulting in indemnification under this Agreement or otherwise.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Pharmathene, Inc)