Selling Party definition
Examples of Selling Party in a sentence
Except as set forth on Schedule 3.4, there is no Legal Proceeding pending or, to the Knowledge of Seller, threatened against a Selling Party or to which such Selling Party is otherwise a party relating to this Agreement, any Seller Document or the transactions contemplated hereby or thereby.
Each Selling Party specifically acknowledges and declares that there is no representation, warranty, or collateral agreement, written or oral, which will in any way modify, alter or provide any condition as to the effectiveness of the foregoing release.
This Agreement and each of the other Seller Documents have been duly and validly executed and delivered by each Selling Party and (assuming due authorization, execution and delivery by Purchaser) this Agreement and each of the other Seller Documents constitute legal, valid and binding obligations of such Selling Party, enforceable against such Seller Party in accordance with its terms.
Except as set forth on Schedule 3.5, no Person has acted, directly or indirectly, as a broker, finder or financial advisor for a Selling Party in connection with the transactions contemplated by this Agreement and no Person is or will be entitled to any fee or commission or like payment in respect thereof.
In making this waiver, each Selling Party acknowledges that it may hereafter discover facts in addition to or different from those which such Selling Party now believes to be true with respect to the subject matter released herein, but agrees that such Selling Party has taken that possibility into account in reaching this Agreement and as to which such Selling Party expressly assumes the risk.