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 of damages or other remedy based on 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 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. 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 of damages, or other remedy based on such representations, warranties, covenants and obligations.

Appears in 2 contracts

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

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Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment of damages for Losses, or other remedy based on the any 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 Agreement or the Closing DateAgreement, 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 of damagesfor Losses, or other remedy based on such representations, warranties, covenants covenants, and obligations.

Appears in 2 contracts

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

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment of damages Damages or other remedy based on the such 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 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 Agreement or the Closing DateEffective Time, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation (except to the extent that such representation, warranty, covenant or obligationobligation 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 of damagesDamages, or other remedy based on such representations, warranties, covenants covenants, and obligations.

Appears in 1 contract

Samples: Agreement and Plan (Antec Corp)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment of damages or other remedy based on the representations, warranties, covenants, and obligations in this Agreement and the other documents, agreements, documents and certificates delivered pursuant to or in connection with 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. 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 of damages, or other remedy based on such representations, warranties, 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 of damages or other remedy based on the representations, warranties, covenants, and obligations in this Agreement and Agreement, the other documents, agreements, and certificates delivered pursuant to Memorandum or in connection with this Agreement any amendment or supplement thereto 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 DateAgreement, 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 of damages, damages or other remedy based on such representationsrepresentation, warranties, covenants covenants, and obligations.

Appears in 1 contract

Samples: Telegen Corp /Co/

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Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment of damages or other remedy based on 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 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. 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 of damages, or other remedy based on such representations, warranties, covenants and obligations.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Communications Systems Inc)

Right to Indemnification Not Affected by Knowledge. The right to indemnification, payment of damages Damages or other remedy based on the such 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 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. 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 of damagesDamages, or other remedy based on such representations, warranties, covenants covenants, and obligations.

Appears in 1 contract

Samples: Stock Purchase Agreement (Advancepcs)

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