Examples of Completion Disclosure Letter in a sentence
The Purchaser acknowledges and agrees that any additional disclosures made by way of the Completion Disclosure Letter will not affect the Purchase Price or any other terms of this Agreement, nor, for the avoidance of doubt, will it give the Purchaser a right to entirely or partially (request to) terminate, annul or rescind this Agreement, as such right is irrevocably and unconditionally waived pursuant to Clause 28.6 (Remedies) of this Agreement.
For purposes of this Agreement, the Completion Disclosure Letter shall be deemed part of the Disclosed Information in respect of such Business Warranties given at Completion.
The Buyer shall not be entitled to claim that a matter, event or circumstance causes any of the Warranties to be breached or renders it inaccurate or misleading if it has been fairly disclosed to the Buyer in or by the Disclosure Letter or the Completion Disclosure Letter in the absence of any fraud, wilful misconduct or wilful concealment by the Seller or any of its present or former directors, secretaries or employees.
If any facts or circumstances that are exceptions to the Warranties occur between the date of this Agreement and Completion but are not disclosed in the Completion Disclosure Letter, then Clauses 13.1(a) and 13.1(b) shall not apply to claims for breach of Warranty arising from such facts or circumstances which are made after Completion.
As per the Investment Agreement, all Warranties (as defined under the Investment Agreement) given as at the Closing Date are qualified by any disclosures made in the Completion Disclosure Letter.