Common use of No Other Representations and Warranties Clause in Contracts

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither the Company, Company Parent nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor and its Representatives (including any information, documents or material delivered or made available to Investor or its Representatives, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 3 contracts

Samples: Investment Agreement (MedMen Enterprises, Inc.), Investment Agreement, Investment Agreement

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No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (NewAge, Inc.), Stock Purchase Agreement (Martin Midstream Partners Lp)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (CBD Energy LTD), Limited Liability Company Interest Purchase Agreement (Quanex Building Products CORP)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III Section 3.2 (including the related portions of the Disclosure Schedules), neither the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer, Parent and its Representatives their respective representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the electronic data room, management presentations or in any other form in expectation of the transactions Transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in lawLaw.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SFX Entertainment, INC), Agreement and Plan of Merger (SFX Entertainment, INC)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related relating portions of the Disclosure Schedules), neither the Company, Company Parent the Owners nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor and its Representatives Argo (including any information, documents or material delivered to Argo or made available to Investor or its RepresentativesArgo in any data room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Argo Blockchain PLC), Agreement and Plan of Merger (Argo Blockchain PLC)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III II (including the related portions of the Disclosure Schedules), neither none of the Company, Company Parent nor Seller Parties or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the CompanySeller Parties, including any representation or warranty as to the accuracy or completeness of any information regarding Seller or the Business and the Company furnished or made available to Investor the Purchaser Parties and its their Representatives (including any information, documents or material delivered or made available to Investor or its Representativesin the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessSeller, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Orthopediatrics Corp)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of the Company, Company Parent nor Shareholders or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Companysuch Shareholder, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Shareholders furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in lawLaw.

Appears in 1 contract

Samples: Share Purchase Agreement (DSP Group Inc /De/)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of Sellers, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Sellers or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in any data room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (LifeMD, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III Section 3 (including the related portions of the Disclosure Schedules), neither the Company, Company Parent Stockholder nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the CompanyStockholder, including any representation or warranty as to the accuracy or completeness of any information regarding the Business Seller, Stockholder and the Company Transferred Assets furnished or made available to Investor Purchaser and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesPurchaser, in management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement and Plan of Reorganization (Biodesix Inc)

No Other Representations and Warranties. Except for the representations and warranties contained in Article III and this Article III IV (including the related portions of the Disclosure SchedulesSchedule), neither the Company, Company Parent Seller nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including Representatives, and any information, documents or material delivered or materials made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) hereby or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synalloy Corp)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither the Company, Company Parent nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business business of the Company and the Company Purchased Assets furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the data room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany’s business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ideanomics, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III II (including the related portions of the Disclosure Schedules), neither none of Quiksilver, Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Quiksilver Inc)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer, Parent and its Representatives (including their respective Representatives, and any information, documents or material delivered or made available to Investor Parent or its RepresentativesBuyer, management presentations or in any other form in expectation of the transactions contemplated hereby) hereby or as to the future revenue, profitability or success of the BusinessCompany, or any representation or of warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (Representatives, including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) hereby or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither the Company, Company Parent Purchaser Parties nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the CompanyPurchaser Parties, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Purchaser Parties furnished or made available to Investor the Seller Parties and its their Representatives (including any information, documents or material delivered or made available to Investor or its Representativesthrough document exchange, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessPurchaser, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Orthopediatrics Corp)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in lawLaw.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sl Industries Inc)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of the CompanySellers, the Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of any Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in lawLaw.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Computer Programs & Systems Inc)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither the Company, Company Parent nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Parent and its Representatives (including any information, documents or material delivered to Parent or made available to Investor or its RepresentativesParent in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessFirst Heritage Entities, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CURO Group Holdings Corp.)

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No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither the Company, Company Parent nor any other Person has Acquired Companies have not made or makes and do not make any other express or implied representation or warranty, either written or oral, on behalf of the CompanyAcquired Companies, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Acquired Companies, furnished or made available to Investor and Buyer or its Representatives Affiliates (including any information, documents or material delivered or made available to Investor Buyer or its Representatives, management presentations or Affiliates in any other form in expectation of the transactions contemplated herebyby this Agreement) or as to the future revenue, profitability or success of the BusinessAcquired Companies, or any representation or warranty arising from statute or otherwise in lawLaw.

Appears in 1 contract

Samples: Business Combination Agreement (KORE Group Holdings, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III ARTICLE IV (including the related portions of the Disclosure Schedules), neither the Company, Company Parent Transferor nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, Transferor including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Acquired Assets furnished or made available to Investor Acquiror and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesAcquiror, management presentations or in any other form information in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Cesca Therapeutics Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Company Disclosure Schedules), neither the Company, Company Parent nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including representatives and any information, documents or material delivered or otherwise made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) hereby or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure SchedulesSchedules [Omitted pursuant to Item 601(a)(5) of Regulation S-K]), neither the Company, Company Parent nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor and its Representatives (including any information, documents or material delivered or made available to Investor or its Representatives, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Investment Agreement (Ascend Wellness Holdings, LLC)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Seller Disclosure SchedulesSchedule), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Apricus Biosciences, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III II (including the related portions of the Disclosure Schedules), neither Shareholder, nor the Company, Company Parent Companies nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Shareholder or the CompanyCompanies, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Companies furnished or made available to Investor Parent and its Representatives (including any information, documents or material delivered or made available to Investor or its Representativesin the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompanies, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Orthopediatrics Corp)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including and any information, documents or material delivered or to Buyer and/or made available to Investor or its RepresentativesBuyer, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III (including the related portions of the Seller Disclosure Schedules), neither the CompanySeller, Company Parent Controlling Owners nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the CompanySeller, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Acquired Assets furnished or made available to Investor and its Representatives Buyer or Parent (including any information, documents or material delivered to Buyer or made available to Investor or its RepresentativesParent, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mobivity Holdings Corp.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article III ARTICLE IV (including the related portions of the Disclosure Schedules), neither the Companynone of Parent, Company Parent Seller nor any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of the CompanyParent or Seller, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company Purchased Assets furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered or made available to Investor or its Representatives, management presentations Buyer or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the Business, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Asset Purchase Agreement (DropCar, Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including Representatives, and any information, documents or material delivered or made available to Investor or its RepresentativesBuyer, management presentations or in any other form in expectation of the transactions contemplated hereby) hereby or as to the future revenue, profitability or success of the BusinessCompany, or any representation or of warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)

No Other Representations and Warranties. Except for the representations and warranties contained in this Article ARTICLE III (including the related portions of the Disclosure Schedules), neither none of Seller, the Company, Company Parent nor or any other Person has made or makes any other express or implied representation or warranty, either written or oral, on behalf of Seller or the Company, including any representation or warranty as to the accuracy or completeness of any information regarding the Business and the Company furnished or made available to Investor Buyer and its Representatives (including any information, documents or material delivered to or made available to Investor or its RepresentativesBuyer in the Data Room, management presentations or in any other form in expectation of the transactions contemplated hereby) or as to the future revenue, profitability or success of the BusinessCompany, or any representation or warranty arising from statute or otherwise in law.

Appears in 1 contract

Samples: Securities Purchase Agreement

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