Other Indemnification Matters. (a) The indemnification provided in this Article IX shall be the sole and exclusive remedy for any inaccuracy or breach of any representation or warranty made by Sellers or Buyer in this Agreement or in any Ancillary Document. All amounts payable by one party in indemnification of the other (whether or not as provided in Section 9.04(d)) shall be considered an adjustment to the Purchase Price.
Appears in 2 contracts
Samples: Agreement of Purchase and Sale (Intellesale Com Inc), Agreement of Purchase and Sale (Applied Cellular Technology Inc)
Other Indemnification Matters. (a) The indemnification provided in this Article IX shall be the sole and exclusive remedy for any inaccuracy or breach of any representation or warranty made by Sellers Stockholders or Buyer Buyers in this Agreement or in any Ancillary Document. All amounts payable by one party in indemnification of the other (whether or not as provided in Section 9.04(d)) ------- shall be considered an adjustment to the Purchase PriceMerger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Applied Digital Solutions Inc), Agreement and Plan of Merger (Applied Digital Solutions Inc)
Other Indemnification Matters. (a) The indemnification provided in this Article IX shall be the sole and exclusive remedy for any inaccuracy or breach of any representation representation, warranty or warranty covenant made by Sellers Stockholders or Buyer Buyers in this Agreement or in any Ancillary DocumentDocument (except that the Stockholders shall be entitled to specific performance and other equitable relief with respect to any breach by ADS under the Registration Rights Agreement). All amounts payable by one party in indemnification of the other (whether or not as provided in Section 9.04(d)) shall be considered an adjustment to the Purchase PriceMerger Consideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Digital Solutions Inc)
Other Indemnification Matters. (a) The Except as specifically described in Section 4.05 of this Agreement, the indemnification provided in this Article IX shall be the sole and exclusive remedy for any inaccuracy or breach of any representation or warranty made by Sellers Stockholders or Buyer Buyers in this Agreement or in any Ancillary Document. All amounts payable by one party in indemnification of the other (whether or not as provided in Section 9.04(d)) shall be considered an adjustment to the Purchase PriceMerger Consideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Digital Solutions Inc)
