No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished to the Purchaser, Merger Sub or any of their respective Representatives, in writing or orally (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Seller Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies Entities or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Seller Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished to the Purchaser, Merger Delaware Sub, BVI Sub or any of their respective Representatives, in writing or orally (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Delaware Sub, BVI Sub or any of their respective Representatives by any Representative of the CompanyCompany or Seller), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesEntities.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Industrial Tech Acquisitions II, Inc.), Agreement and Plan of Merger (Malacca Straits Acquisition Co LTD), Agreement and Plan of Merger (Delwinds Insurance Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Disclosure Purchaser Schedules) or as expressly set forth in an Ancillary Document, neither the Company Purchaser, nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessPurchaser, operationsthe Purchaser Securities, assets or Liabilitiesthe business of the Purchaser, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and the Company Purchaser hereby expressly disclaims any other representations or warranties, whether implied or made by the Company Purchaser or any of its respective Representatives. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Purchaser Disclosure Schedules) or in an Ancillary Document, the Company Purchaser hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the PurchaserTarget Companies, Merger Sub the Company Security Holders or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the PurchaserTarget Companies, Merger Sub the Company Security Holders or any of their respective Representatives by any Representative of the CompanyPurchaser), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesPurchaser.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SANUWAVE Health, Inc.), Agreement and Plan of Merger (SEP Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies Company or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Global Blockchain Acquisition Corp.), Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompany, operationsthe Seller Representative, assets or Liabilitiesthe Company Common Stock, the business of the Company, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to either of the PurchaserPurchaser Parties, Merger Sub the Purchaser Representative or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the PurchaserPurchaser Parties, Merger Sub the Purchaser Representative or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Light Acquisition Group, Inc.), Agreement and Plan of Merger (Edoc Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Securities, the business of the Target Companies, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SEP Acquisition Corp.), Agreement and Plan of Merger (SANUWAVE Health, Inc.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV III (as modified by the Company Disclosure SchedulesLetter) or as expressly set forth in an Ancillary a Transaction Document, neither the no Group Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessGroup Companies, operationsthe Company Shareholders, assets or Liabilitiesthe Company Shares, the business of the Group Companies, or the transactions contemplated by this Agreement or any of the other Ancillary Transaction Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Group Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV III (as modified by the Company Disclosure SchedulesLetter) or in an Ancillary a Transaction Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub CGAC or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub CGAC or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Group Companies.
Appears in 2 contracts
Samples: Business Combination Agreement (Corner Growth Acquisition Corp.), Business Combination Agreement (Corner Growth Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV ARTICLE VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Ordinary Shares, the business of the Target Companies, or the transactions contemplated by this Agreement Transactions or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV ARTICLE VI (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Business Combination Agreement (Apeiron Capital Investment Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company and Merger Sub in this Article IV III (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary a Transaction Document, neither no member of the Company Group, nor any other Person on its their behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompany Group, operationsthe Company Ordinary Shares, assets or Liabilitiesthe Business, or the transactions Transactions contemplated by this Agreement or any of the other Ancillary Transaction Documents, and the Company and Merger Sub hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the any Company Group member or any of its their respective Representatives. Except for the representations and warranties expressly made by the Company and Merger Sub in this Article IV III (as modified by the Company Disclosure Schedules) or in an Ancillary a Transaction Document, the Company and Merger Sub hereby expressly disclaims disclaim all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub SPAC or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub SPAC or any of its Representatives by any Company Group member or any of their respective Representatives by any Representative of the CompanyRepresentatives), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesBusiness.
Appears in 1 contract
Samples: Agreement and Plan of Merger (TMT Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company Purchaser, nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies Purchaser or Merger Sub or their respective businessbusinesses, operations, assets or Liabilities, or the Transactions or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company Purchaser and Merger Sub hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the Company Purchaser, Merger Sub or any of its their respective Representatives. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Purchaser Disclosure Schedules) or in an Ancillary Document, the Company Purchaser hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Company or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Company or any of their respective its Representatives by any Representative of the CompanyPurchaser or Merger Sub), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesPurchaser or Merger Sub.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Innovative International Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Lexasure Companies or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the PurchaserSPAC, Merger Sub Pubco or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the PurchaserSPAC, Merger Sub Pubco or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Lexasure Companies.
Appears in 1 contract
Samples: Business Combination Agreement (Capitalworks Emerging Markets Acquisition Corp)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Pubco, the Sellers or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Pubco, Sellers or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Business Combination Agreement (Hainan Manaslu Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies Company or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Purchaser Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company Purchaser nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies Purchaser or their respective its business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company Purchaser hereby expressly disclaims any other representations or warranties, whether implied or made by the Company Purchaser or any of its Representatives. Except for the representations and warranties expressly made by the Company Purchaser in this Article IV III (as modified by the Company Purchaser Disclosure Schedules) or in an Ancillary Document, the Company Purchaser hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Company or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Company or any of their respective its Representatives by any Representative of the CompanyPurchaser), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesPurchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Mars Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV ARTICLE VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Ordinary Shares, the business of the Target Companies, or the transactions contemplated by this Agreement Transactions or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV ARTICLE VI (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the Company or any of its their Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Subs or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Subs or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kludein I Acquisition Corp)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Shares, the business of the Target Companies, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub SPAC or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub SPAC or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Business Combination Agreement (Maxpro Capital Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompany, operationsthe Seller Representative, assets or Liabilitiesthe Sellers, the Company Units, the business of the Company, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to any Purchaser Party, the Purchaser, Merger Sub Purchaser Representative or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to a Purchaser Party, the Purchaser, Merger Sub Purchaser Representative or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (MTech Acquisition Corp)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Shares, the business of the Target Companies, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub the Purchaser Representative or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub the Purchaser Representative or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Galileo Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessbusinesses, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV VI (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Pubco, the Sellers or any of their respective Representatives, in writing or orally Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Pubco, Sellers or any of their respective Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies. Notwithstanding the foregoing (but subject to Sections 12.1 and 12.2), nothing in this Section 6.29 shall limit or impair any Person’s remedies or rights, or shall be deemed a waiver of any claims, related to Fraud.
Appears in 1 contract
Samples: Business Combination Agreement (Evo Acquisition Corp)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompany, operationsthe Company Security Holders, assets or Liabilitiesthe Company Shares, the business of the Company, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure Schedules) or in an any Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, forward-looking statement, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesCompany.
Appears in 1 contract
Samples: Business Combination Agreement (Mars Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary Document, neither the no Target Company nor any other Person on its behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompanies, operationsthe Company Security Holders, assets or Liabilitiesthe Company Shares, the business of the Target Companies, or the transactions contemplated by this Agreement or any of the other Ancillary Documents, and the Company hereby expressly disclaims disclaim any other representations or warranties, whether implied or made by the any Target Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV (as modified by the Company Disclosure Schedules) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, forward-looking statement, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target Companies.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Innovative International Acquisition Corp.)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure SchedulesSchedule) or as expressly set forth in an any Ancillary Document, neither the Company nor any other Person on its behalf their behalves makes any express or implied representation or warranty with respect to any of the Target Companies Company or their respective business, operations, assets or Liabilities, or the transactions contemplated by this Agreement or any of the other Ancillary DocumentsTransactions, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the Company or any of its Representatives. Except for the representations and warranties expressly made by the Company in this Article IV V (as modified by the Company Disclosure SchedulesSchedule) or in an Ancillary Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub Purchaser or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub Purchaser or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses business of the Target CompaniesCompany.
Appears in 1 contract
Samples: Business Combination Agreement (Aetherium Acquisition Corp)
No Other Representations. Except for the representations and warranties expressly made by the Company in this Article IV III (as modified by the Company Disclosure Schedules) or as expressly set forth in an Ancillary a Transaction Document, neither no member of the Company Group nor any other Person on its their behalf makes any express or implied representation or warranty with respect to any of the Target Companies or their respective businessCompany Group, operationsthe Company Ordinary Shares, assets or Liabilitiesthe Business, or the transactions Transactions contemplated by this Agreement or any of the other Ancillary Transaction Documents, and the Company hereby expressly disclaims any other representations or warranties, whether implied or made by the any Company Group member or any of its their respective Representatives. Except for the representations and warranties expressly made by the Company in this Article IV III (as modified by the Company Disclosure Schedules) or in an Ancillary a Transaction Document, the Company hereby expressly disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement or information made, communicated or furnished (orally or in writing) to the Purchaser, Merger Sub SPAC or any of their respective Representatives, in writing or orally its Representatives (including any opinion, information, projection or advice that may have been or may be provided to the Purchaser, Merger Sub SPAC or any of their respective its Representatives by any Representative of the Company), including any representations or warranties regarding the probable success or profitability of the businesses of the Target CompaniesBusiness.
Appears in 1 contract
Samples: Agreement and Plan of Merger (TMT Acquisition Corp.)
