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

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, or other remedy based on any representations, warranties, covenants, and obligations will not be affected by disclosure on any Schedule or 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, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Losses, or other remedy based on such representations, warranties, covenants, and obligations.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Covenant Transport Inc), Merger Agreement (Central Freight Lines Inc/Tx)

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Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of damages or other remedy based on any the representations, warranties, covenants, and obligations in this Agreement and the other documents, agreements, and certificates delivered pursuant to or in connection with this Agreement will not be affected by disclosure on any Schedule or 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 AgreementAgreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, covenant or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Lossesof damages, or other remedy based on such representations, warranties, covenants, covenants and obligations.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Mikohn Gaming Corp), Asset Purchase Agreement (TRX Inc/Ga)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of Damages or other remedy based on any such representations, warranties, covenants, and obligations will not be affected by disclosure on any Schedule or 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 AgreementAgreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The Except as otherwise provided herein, the waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Lossesof Damages, or other remedy based on such representations, warranties, covenants, and obligations.

Appears in 1 contract

Samples: Stock Purchase Agreement (Advancepcs)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of damages or other remedy based on any the representations, warranties, covenants, and obligations in this Agreement and the other documents and certificates delivered pursuant to this Agreement will not be affected by disclosure on any Schedule or 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 AgreementAgreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, covenant or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Lossesof damages, or other remedy based on such representations, warranties, covenants, covenants and obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Songzai International Holding Group Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of Damages or other remedy based on any such representations, warranties, covenants, and obligations will not be affected by disclosure on any Schedule or by any investigation conducted with respect to, or any knowledge Knowledge acquired (or capable of being acquired) at any time, whether before or after the execution and delivery of this AgreementAgreement or the Effective Time, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligationobligation (except to the extent that such representation, warranty, covenant or obligation is expressly qualified by reference to such Knowledge). The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Lossesof Damages, or other remedy based on such representations, warranties, covenants, and obligations.

Appears in 1 contract

Samples: Merger Agreement (Antec Corp)

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Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of damages or other remedy based on any the representations, warranties, covenants, and obligations in this Agreement and the other documents, agreements, and certificates delivered pursuant to or in connection with this Agreement will not be affected by disclosure on any Schedule or 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 AgreementClosing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, covenant or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Lossesof damages, or other remedy based on such representations, warranties, covenants, covenants and obligations.

Appears in 1 contract

Samples: Merger Agreement (Communications Systems Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment for Losses, of damages or other remedy based on any representations, warranties, covenants, and obligations in this Agreement, the Memorandum or any amendment or supplement thereto will not be affected by disclosure on any Schedule or 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, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment for Losses, of damages or other remedy based on such representationsrepresentation, warranties, covenants, and obligations.

Appears in 1 contract

Samples: Placement Agent Agreement (Telegen Corp /Co/)

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