Reliance by Buyer. Such Stockholder understands and acknowledges that Buyer is entering into the Purchase Agreement in reliance upon such Stockholder’s execution and delivery of this Agreement and the representations and warranties of such Stockholder herein and therein.
Reliance by Buyer. Notwithstanding the rights of Buyer to investigate the Business, Assets and financial condition of Seller, and notwithstanding any knowledge obtained or obtainable by Buyer as a result of such investigation, Buyer has the unqualified right to rely upon, and have relied upon, each of the representations and warranties made by Seller in this Agreement (as may be modified by the Disclosure Schedules) or pursuant hereto.
Reliance by Buyer. The Stockholders understand and acknowledge that Buyer and the Merger Subsidiary are entering into the Merger Agreement in reliance upon the Stockholder’s execution, delivery and performance of this Agreement.
Reliance by Buyer. Such Rollover Seller understands that the Series E Preferred Units are being offered and sold in reliance on transactional exemptions from the registration requirements of federal and state securities laws and that the Buyer is relying upon the truth and accuracy of the representations, warranties, covenants, acknowledgments and understandings of such Rollover Seller set forth herein in order to determine the applicability of such exemptions and the suitability of such Rollover Seller to acquire the Series E Preferred Units.
Reliance by Buyer. Notwithstanding the right of Buyer to investigate the business, Assets and financial condition of Seller and the Company, and notwithstanding any knowledge obtained or obtainable by Buyer as a result of such investigation, Buyer has the unqualified right to rely upon, and have relied upon, each of the representations and warranties made by Seller and the Company in this Agreement or pursuant hereto. Seller has the unqualified right to rely upon each of the representations and warranties made by Buyer pursuant to this Agreement. The representations and warranties are bargained for assurances.
Reliance by Buyer. Such Stockholder understands and acknowledges that Buyer is entering into the Letter of Intent, and will enter into the Stock Purchase Agreement, in reliance upon such Stockholder's execution and delivery of this Agreement.
Reliance by Buyer. The Individual understands and acknowledges that Buyer is entering into the Merger Agreement in reliance upon the Individual’s execution and delivery of this Agreement and the representations and warranties of Individual contained herein.
Reliance by Buyer. Each Seller agrees that Buyer shall be entitled to unconditionally assume that any action taken or omitted, or any document executed by, Xxxxxxx X. Xxxxxxxx purporting to act as Sellers’ Representative under or pursuant to this Agreement or the Escrow Agreement or in connection with any of the Contemplated Transactions has been unconditionally authorized by Sellers to be taken, omitted to be taken, or executed on their behalf so that they will be legally bound thereby, and each Seller agrees not to institute any claim, lawsuit, arbitration or other proceeding against Buyer alleging that Xxxxxxx X. Xxxxxxxx did not have the authority to act as Sellers’ Representative on behalf of Sellers in connection with any such action, omission or execution. No modification or revocation of the power of attorney granted by Sellers herein to Xxxxxxx X. Xxxxxxxx to serve as Sellers’ Representative shall be effective as against Buyer until Buyer has received a document signed by all Sellers effecting said modification or revocation.
Reliance by Buyer. The Buyer acknowledges and agrees that, except as specifically provided otherwise in this contract:
(a) no statements or representations:
(1) have induced or influenced the Buyer to enter into this contract or to agree to any or all of its terms;
(2) have been relied on in any way by the Buyer as being accurate;
(3) have been warranted to the Buyer as being true; or
(4) have been taken into account by the Buyer as being important to the Buyer’s position to enter into this contract or agree to any or all of its terms;
(b) the Buyer does not rely on any information which may have been made available by or on behalf of the Seller in relation to the Development; and
(c) any brochure, marketing material or model relating to the Development is indicative or illustrative only and must not be relied on by the Buyer.
Reliance by Buyer. Seller understands that the foregoing representations and warranties are to be relied upon by Buyer as a basis for exemption of the sale of the Securities under the Securities Act and under the securities laws of all applicable states and for other purposes.
