Common use of Sophisticated Buyer Clause in Contracts

Sophisticated Buyer. (a) SVI has the knowledge and experience in financial and business matters to be capable of making an informed decision with respect to the purchase of the Purchase Shares for the Stock Purchase Price. SVI has all information and materials relating to SVI’s operations, business and properties that SVI deems necessary or appropriate to evaluate its purchase of the Purchase Shares. (b) SVI understands and acknowledges that DARA makes no representations or warranties other than those representations and warranties expressly made by DARA in Article IV above. Without limiting the generality of the foregoing, SVI understands and acknowledges that DARA makes no representation or warranty and gives no assurance to SVI with respect to the value of SVI or any shares of Common Stock. The Stock Purchase Price represents a privately negotiated price for the Purchase Shares, and SVI has determined that the Stock Purchase Price represents fair consideration for the purchase of the Purchase Shares. (c) In determining to enter into this Agreement and to consummate the Contemplated Transactions, SVI has not relied upon (i) any representation or warranty of DARA or any of DARA’s directors, officers, employees, agents or representatives, other than those representations and warranties expressly made by DARA in Article IV above, or (ii) any non-disclosure of information by DARA or any of DARA’s directors, officers, employees, agents or representatives. SVI hereby irrevocably waives and releases DARA and DARA’s directors, officers, employees, agents and representatives from any and all actions and claims whatsoever, whether in law or equity, relating to the determination of the amount of the Stock Purchase Price.

Sophisticated Buyer. (a) SVI has the knowledge and experience in financial and business matters to be capable of making an informed decision with respect to the purchase of the Purchase Shares for the Stock Purchase Price. SVI has all information and materials relating to SVI’s 's operations, business and properties that SVI deems necessary or appropriate to evaluate its purchase of the Purchase Shares. (b) SVI understands and acknowledges that DARA makes no representations or warranties other than those representations and warranties expressly made by DARA in Article IV V above. Without limiting the generality of the foregoing, SVI understands and acknowledges that DARA makes no representation or warranty and gives no assurance to SVI with respect to the value of SVI or any shares of Common StockSVI Shares. The Stock Purchase Price represents a privately negotiated price for the Purchase Shares, and SVI has determined that the Stock Purchase Price represents fair consideration for the purchase of the Purchase Shares. (c) In determining to enter into this Agreement and to consummate the Contemplated Transactions, SVI has not relied upon (i) any representation or warranty of DARA or any of DARA’s 's directors, officers, employees, agents or representatives, other than those representations and warranties expressly made by DARA in Article IV V above, or (ii) any non-disclosure of information by DARA or any of DARA’s 's directors, officers, employees, agents or representatives. SVI hereby irrevocably waives and releases DARA and DARA’s 's directors, officers, employees, agents and representatives from any and all actions and claims whatsoever, whether in law or equity, relating to the determination of the amount of the Stock Purchase Price.

Sophisticated Buyer. (a) SVI has the knowledge and experience in financial and business matters to be capable of making an informed decision with respect to the purchase of the Purchase Shares for the Stock Purchase Price. SVI has all information and materials relating to SVI’s operations, business and properties that SVI deems necessary or appropriate to evaluate its purchase of the Purchase Shares. (b) SVI understands and acknowledges that DARA makes no representations or warranties other than those representations and warranties expressly made by DARA in Article IV V above. Without limiting the generality of the foregoing, SVI understands and acknowledges that DARA makes no representation or warranty and gives no assurance to SVI with respect to the value of SVI or any shares of Common StockSVI Shares. The Stock Purchase Price represents a privately negotiated price for the Purchase Shares, and SVI has determined that the Stock Purchase Price represents fair consideration for the purchase of the Purchase Shares. (c) In determining to enter into this Agreement and to consummate the Contemplated Transactions, SVI has not relied upon (i) any representation or warranty of DARA or any of DARA’s directors, officers, employees, agents or representatives, other than those representations and warranties expressly made by DARA in Article IV V above, or (ii) any non-disclosure of information by DARA or any of DARA’s directors, officers, employees, agents or representatives. SVI hereby irrevocably waives and releases DARA and DARA’s directors, officers, employees, agents and representatives from any and all actions and claims whatsoever, whether in law or equity, relating to the determination of the amount of the Stock Purchase Price.