Common use of Remedies Not Affected by Investigation, Disclosure or Knowledge Clause in Contracts

Remedies Not Affected by Investigation, Disclosure or Knowledge. If the transactions contemplated hereby are consummated, subject to the limitations set forth in this Agreement, the Buyer expressly reserves the right to seek indemnity or other remedy for any Losses arising out of or relating to any breach of any representation, warranty, agreement or covenant contained herein, notwithstanding any investigation by, disclosure to, knowledge or imputed knowledge of the Buyer or any of its Representatives in respect of any fact or circumstance that reveals the occurrence of any such breach, whether before or after the execution and delivery hereof. In furtherance of the foregoing, the Seller agrees that as knowledge or lack of reliance shall not be a defense in law or equity to any claim of breach of representation, warranty or covenant by the Seller herein, the Seller shall not in any proceeding concerning a breach or alleged breach of any representation, warranty or covenant herein, or any indemnity thereof, seek information concerning knowledge or reliance of the Buyer or any of its Representatives, through deposition, discovery or otherwise or seek to introduce evidence or argument in any proceeding regarding the knowledge or lack of reliance of the Buyer or any of its Representatives prior to the Closing on or with respect to any such representations, warranties or covenants.

Remedies Not Affected by Investigation, Disclosure or Knowledge. If the transactions contemplated hereby are consummated, subject to the limitations set forth in this Agreement, the Buyer hereby expressly reserves the right to seek indemnity or other remedy for any Losses arising out of or relating to any breach of any representation, warranty, agreement warranty or covenant contained herein, notwithstanding any investigation by, disclosure to, knowledge or imputed knowledge of the Buyer or any of its Representatives in respect of any fact or circumstance circumstances that reveals the occurrence of any such breach, whether before or after the execution and delivery hereof. In furtherance of the foregoing, the Seller agrees that as knowledge or lack of reliance shall not be a defense in law or equity to any claim of breach of representation, warranty or covenant by the Seller herein, the Seller shall not in any proceeding concerning a breach or alleged breach of any representation, warranty or covenant herein, or any indemnity thereof, seek information concerning knowledge or reliance of the Buyer or any of its Representatives, through deposition, discovery or otherwise or seek to introduce evidence or argument in any proceeding regarding the knowledge or lack of reliance of the Buyer or any of its Representatives prior to the Closing on or with respect to any such representations, warranties or covenants.

Remedies Not Affected by Investigation, Disclosure or Knowledge. If the transactions contemplated hereby are consummated, subject to the limitations set forth in this Agreement, the Buyer expressly reserves the right to seek indemnity or other remedy under Section 12.2(i) or Section 12.2(ii) for any Losses arising out of or relating to any breach of any representationrepresentation or warranty of the Company or Stockholder contained in this Agreement or the Company Ancillary Agreements delivered to Buyer pursuant to the provisions of this Agreement or the Company Ancillary Agreements, warranty, agreement or any Losses arising out of or relating to any breach of any covenant of the Company contained hereinin this Agreement or the Company Ancillary Agreements delivered to Buyer pursuant to the provisions of this Agreement or the Company Ancillary Agreements, notwithstanding (a) any investigation by, disclosure to, knowledge to or imputed knowledge of the Buyer or any of its Representatives in respect of any fact or circumstance circumstances that reveals the occurrence of any such breach, whether before or after the execution and delivery hereofhereof or (b) any waiver of such breach in connection with the Closing. In furtherance of Notwithstanding the foregoing, Buyer waives its rights to indemnity or any other remedy for Losses arising out of or relating to the Seller agrees that as knowledge or lack of reliance shall not be a defense in law or equity to any claim of breach of representationany covenant set forth in this Agreement, warranty but only to the extent Buyer expressly waived the satisfaction or compliance of such covenant by the Seller herein, Company and failed to reserve its rights to seek indemnification in connection with the Seller shall not in any proceeding concerning a breach or alleged breach delivery of any representation, warranty or covenant herein, or any indemnity thereof, seek information concerning knowledge or reliance of the Buyer or any of its Representatives, through deposition, discovery or otherwise or seek to introduce evidence or argument in any proceeding regarding the knowledge or lack of reliance of the Buyer or any of its Representatives prior to the Closing on or with respect to any such representations, warranties or covenantswaiver.

Remedies Not Affected by Investigation, Disclosure or Knowledge. If the transactions contemplated hereby are consummated, subject to the limitations set forth in this Agreement, the Buyer expressly reserves the right to seek indemnity or other remedy under Section 12.2(i) or Section 12.2(ii) for any Losses arising out of or relating to any breach of any representationrepresentation or warranty of the Company or Stockholder contained in this Agreement or the Company Ancillary Agreements delivered to Buyer pursuant to the provisions of this Agreement or the Company Ancillary Agreements, warranty, agreement or any Losses arising out of or relating to any breach of any covenant of the Company contained hereinin this Agreement or the Company Ancillary Agreements delivered to Buyer pursuant to the provisions of this Agreement or the Company Ancillary Agreements, notwithstanding (a) any investigation by, disclosure to, knowledge to or imputed knowledge of the Buyer or any of its Representatives in respect of any fact or circumstance circumstances that reveals the occurrence of any such breach, whether before or after the execution and delivery hereof, or (b) any waiver of such breach in connection with the Closing. In furtherance of Notwithstanding the foregoing, Buyer waives its rights to indemnity or any other remedy for Losses arising out of or relating to the Seller agrees that as knowledge or lack of reliance shall not be a defense in law or equity to any claim of breach of representationany covenant set forth in this Agreement, warranty but only to the extent Buyer expressly waived the satisfaction or compliance of such covenant by the Seller herein, Company and failed to reserve its rights to seek indemnification in connection with the Seller shall not in any proceeding concerning a breach or alleged breach delivery of any representation, warranty or covenant herein, or any indemnity thereof, seek information concerning knowledge or reliance of the Buyer or any of its Representatives, through deposition, discovery or otherwise or seek to introduce evidence or argument in any proceeding regarding the knowledge or lack of reliance of the Buyer or any of its Representatives prior to the Closing on or with respect to any such representations, warranties or covenantswaiver.