Common use of Right to Indemnification Not Affected by Knowledge Clause in Contracts

Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s representations, warranties, covenants and obligations under this Agreement will not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable of being acquired) at any time, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant or obligation by the other Party.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (La Jolla Pharmaceutical Co), Asset Purchase Agreement (La Jolla Pharmaceutical Co)

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Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s party's representations, warranties, covenants and obligations under this Agreement will not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable of being acquired) at any time, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant or obligation by the other Partyparty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (HPL Technologies Inc), Document Agreement and Plan of Merger (HPL Technologies Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s representations, warrantiesparty's representations and warranties (as may be amended or supplemented by schedules or exhibits hereto), covenants and obligations under this Agreement will not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable of being acquired) at any time, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant covenant, or obligation by the other Partyparty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HPL Technologies Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s representations, warranties, covenants and obligations under this Agreement will upon breaches or inaccuracies of the Surviving Representations or the Surviving Covenants shall not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable of being acquired) at any timetime by the party seeking indemnification, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant representation and warranty or obligation by the other Partycompliance with any such covenant.

Appears in 1 contract

Samples: Share Purchase Agreement (Cogentrix Energy Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s representations, warranties, covenants and obligations under in accordance with the provisions of this Agreement Article will not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable Knowledge of being acquired) at any timethe Indemnified Party, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant or obligation by the other Partyobligation.

Appears in 1 contract

Samples: Contribution Agreement (Dorchester Minerals Lp)

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Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Partyparty’s representations, warranties, covenants and obligations under this Agreement will not be affected by any investigation conducted with respect to, or any knowledge acquired (or capable of being acquired) at any time, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant or obligation by the other Partyparty.

Appears in 1 contract

Samples: Asset Purchase Agreement (Avanir Pharmaceuticals)

Right to Indemnification Not Affected by Knowledge. The right to indemnification based on a Party’s representations, warranties, covenants and obligations under in accordance with the provisions of this Agreement Article will not be affected by any investigation conducted with respect to, or any knowledge acquired Knowledge of the Indemnified Party (or capable of being acquired) at any timeas defined herein below), whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant or obligation by the other Partyobligation.

Appears in 1 contract

Samples: Contribution Agreement (Comstock Resources Inc)

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