Common use of Oral Representations, Mistake of Fact or Law Clause in Contracts

Oral Representations, Mistake of Fact or Law. (a) No party (nor any director, officer, agent, partner, equity holder, member, controlling person, employee, representative, or attorney of or for any party), has made any statement or representation or failed to make any statement or representation to any XxXxxx Party regarding any fact relied upon in entering into this Agreement, and each XxXxxx Party does not rely upon any statement, representa tion, omission or promise of any other party (or of any director, officer, agent, partner, equity holder, member, controlling person, employee, representative, or attorney for any other party), in executing this Agreement, except as expressly stated in this Agreement. (b) In entering into this Agreement, each XxXxxx Party assumes the risk of any misrepresentation, concealment or mistake, other than written misrepresentations made to such XxXxxx Party by any other party or parties in this Agreement. If any XxXxxx Party should subsequently discover that any fact relied upon by it in entering into this Agreement was untrue, or that any fact was concealed from it, or that its understanding of the facts or of the law was incorrect (except, in each such case, for any matter expressly misrepresented in writing in this Agreement to such XxXxxx Party by any other party or parties), such XxXxxx Party shall not be entitled to any relief in connection therewith including, without limiting the generality of the foregoing, any alleged right or claim to set aside or rescind this Agreement.

Appears in 5 contracts

Samples: Voting Agreement (Icahn Carl C Et Al), Voting Agreement (Icahn Carl C Et Al), Voting Agreement (Icahn Carl C Et Al)

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Oral Representations, Mistake of Fact or Law. (a) No party (nor any director, officer, agent, partner, equity holder, member, controlling person, employee, representative, or attorney of or for any party), has made any statement or representation or failed to make any statement or representation to any XxXxxx Party Securityholder regarding any fact relied upon in entering into this Agreement, and each XxXxxx Party Securityholder does not rely upon any statement, representa tionrepresen tation, omission or promise of any other party (or of any director, officer, agent, partner, equity holder, member, controlling person, employee, representative, or attorney for any other party), in executing this Agreement, except as expressly stated in this Agreement. (b) In entering into this Agreement, each XxXxxx Party Securityholder assumes the risk of any misrepresentation, concealment or mistake, other than written misrepresentations made to such XxXxxx Party Securityholder by any other party or parties in this Agreement. If any XxXxxx Party Securityholder should subsequently discover that any fact relied upon by it in entering into this Agreement was untrue, or that any fact was concealed from it, or that its understanding of the facts or of the law was incorrect (except, in each such case, for any matter expressly misrepresented in writing in this Agreement to such XxXxxx Party Securityholder by any other party or parties), such XxXxxx Party Securityholder shall not be entitled to any relief in connection therewith including, without limiting the generality of the foregoing, any alleged right or claim to set aside or rescind this Agreement.

Appears in 4 contracts

Samples: Voting Agreement (Icahn Carl C Et Al), Voting Agreement (Icahn Carl C Et Al), Voting Agreement (Icahn Carl C Et Al)

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