Common use of No Other Company Representations or Warranties Clause in Contracts

No Other Company Representations or Warranties. Except for the representations and warranties set forth in Article III, Parent and Merger Sub hereby acknowledge that neither the Company, nor any of its stockholders, directors, officers, employees, advisors, agents or Representatives, nor any other Person, has made or is making any other express or implied representation or warranty with respect to the Company or its business or operations, including with respect to any information provided or made available to Parent or Merger Sub. Neither the Company, nor any of its stockholders, directors, officers, employees, advisors, agents or representatives, will have or be subject to any liability or other obligation to Parent or Merger Sub resulting from the delivery, dissemination or any other distribution to Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates or Representatives, or the use by Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates or representatives of any information, documents, estimates, projections, forecasts or other forward-looking information, business plans or other material provided or made available to Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates or Representatives in anticipation or contemplation of the Merger.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Cole Kenneth Productions Inc), Agreement and Plan of Merger (Cole Kenneth Productions Inc)

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No Other Company Representations or Warranties. Except for the representations and warranties set forth in Article III, Parent and Merger Sub hereby acknowledge that neither the Company, nor any of its stockholdersshareholders, directors, officers, employees, advisors, agents or Representatives, nor any other Person, has made or is making any other express or implied representation or warranty with respect to the Company or its business or operations, including with respect to any information provided or made available to Parent or Merger Sub. Neither the Company, nor any of its stockholdersshareholders, directors, officers, employees, advisors, agents or representatives, will have or be subject to any liability or other obligation to Parent or Merger Sub resulting from the delivery, dissemination or any other distribution to Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates Affiliates, Debt Financing Sources, or Representatives, or the use by Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates Affiliates, Debt Financing Sources, or representatives of any information, documents, estimates, projections, forecasts or other forward-looking information, business plans or other material provided or made available to Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates Affiliates, Debt Financing Sources, or Representatives in anticipation or contemplation of the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mod Pac Corp), Agreement and Plan of Merger (Mod Pac Corp)

No Other Company Representations or Warranties. Except for the representations and warranties set forth in Article IIIV, Parent and Merger Sub hereby acknowledge that neither the Company, Company nor any of its Subsidiaries, nor or any of their respective stockholders, directors, officers, employees, affiliates, advisors, agents or Representativesrepresentatives, nor any other Person, has made or is making any other express or implied representation or warranty with respect to the Company or any of its Subsidiaries or their respective business or operations, including with respect to any information provided or made available to Parent or Merger Sub. Neither the CompanyCompany nor any of its Subsidiaries, nor any of its their respective stockholders, directors, officers, employees, affiliates, advisors, agents or representatives, will have or be subject to any liability Liability or other indemnification obligation to Parent or Merger Sub resulting from the delivery, dissemination or any other distribution to Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates affiliates or Representativesrepresentatives, or the use by Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates affiliates or representatives of any information, documents, estimates, projections, forecasts or other forward-looking information, business plans or other material provided or made available to Parent, Merger Sub or their respective stockholders, directors, officers, employees, Affiliates affiliates or Representatives representatives, including in certain “data rooms,” confidential information memoranda or management presentations in anticipation or contemplation of any of the Mergertransactions contemplated by this Agreement, except in each case as set forth in this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sigma Aldrich Corp)

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No Other Company Representations or Warranties. Except for the representations and warranties set forth in Article III, Parent and Merger Sub hereby acknowledge that neither the Company, Company nor any of its stockholdersshareholders, directors, officers, employees, Affiliates, advisors, agents or Representatives, nor any other Person, has made or is making any other express or implied representation or warranty with respect to the Company or its business or operations, including with respect to any information provided or made available to Parent or Merger Sub. Neither the Company, Company nor any of its stockholdersrespective shareholders, directors, officers, employees, Affiliates, advisors, agents or representativesRepresentatives, will have or be subject to any liability or other indemnification obligation to Parent or Merger Sub resulting from the delivery, dissemination or any other distribution to Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates or Representatives, or the use by Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates or representatives Representatives of any information, documents, estimates, projections, forecasts or other forward-looking information, business plans or other material provided or made available to Parent, Merger Sub or their respective stockholdersshareholders, directors, officers, employees, Affiliates or Representatives in anticipation or contemplation of any of the Mergertransactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dusa Pharmaceuticals Inc)

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