No Additional Representations or Warranties. Except as provided in this Article 4, Article 6 or as set forth in any Ancillary Agreement, neither the Company nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, direct or indirect equityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to SPAC, Merger Sub 1, the Sponsor or any of their respective Affiliates, and no such Person shall be liable in respect of the accuracy or completeness of any information provided to SPAC, Merger Sub 1, the Sponsor or any of their respective Affiliates. Without limiting the foregoing, SPAC acknowledges that SPAC, Merger Sub 1, the Sponsor and their advisors, have made their own investigation of the Company and its Subsidiaries and, except as provided in this Article 4, Article 6 or as set forth in any Ancillary Agreement, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or any of its Subsidiaries, the prospects (financial or otherwise) or the viability or likelihood of success of the business of the Company as conducted after the Closing, as contained in any materials provided by the Company or any of its Affiliates or any of its directors, officers, employees, shareholders, partners, members or representatives or otherwise.
Appears in 2 contracts
Sources: Business Combination Agreement (Eleusis Inc.), Business Combination Agreement (Silver Spike Acquisition Corp II)
No Additional Representations or Warranties. Except as provided in this Article 47, Article 6 5 or as set forth in any Ancillary Agreement, neither the Company Merger Sub 1 nor any of its Affiliates, nor any of their respective directors, managers, officers, employees, direct or indirect equityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to SPACthe Company, Merger Sub 12, the Sponsor HoldCo or any of their respective Affiliates, and no such Person shall be liable in respect of the accuracy or completeness of any information provided to SPACthe Company, Merger Sub 12, the Sponsor HoldCo or any of their respective Affiliates. Without limiting the foregoing, SPAC the Company acknowledges that SPACthe Company, Merger Sub 1, the Sponsor 2 and HoldCo and their advisors, have made their own investigation of the Company and its Subsidiaries Merger Sub 1 and, except as provided in this Article 47, Article 6 5 or as set forth in any Ancillary Agreement, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company or any of its SubsidiariesMerger Sub 1, the prospects (financial or otherwise) or the viability or likelihood of success of the business of the Company Merger Sub 1 as conducted after the Closing, as contained in any materials provided by the Company Merger Sub 1 or any of its Affiliates or any of its directors, officers, employees, shareholders, partners, members or representatives or otherwise.
Appears in 2 contracts
Sources: Business Combination Agreement (Eleusis Inc.), Business Combination Agreement (Silver Spike Acquisition Corp II)
No Additional Representations or Warranties. Except as provided in this Article 46, Article 6 4 or as set forth in any Ancillary Agreement, neither the Company nor none of HoldCo, Merger Sub 2 or any of its their respective Affiliates, nor any of their respective directors, managers, officers, employees, direct or indirect equityholders, partners, members or representatives has made, or is making, any representation or warranty whatsoever to SPAC, Merger Sub 1, the Sponsor or any of their respective Affiliates, and no such Person shall be liable in respect of the accuracy or completeness of any information provided to SPAC, Merger Sub 1, the Sponsor or any of their respective Affiliates. Without limiting the foregoing, SPAC acknowledges that SPAC, Merger Sub 1, the Sponsor and their advisors, have made their own investigation of the Company HoldCo and its Subsidiaries Merger Sub 2 and, except as provided in this Article 46, Article 6 4 or as set forth in any Ancillary Agreement, are not relying on any representation or warranty whatsoever as to the condition, merchantability, suitability or fitness for a particular purpose or trade as to any of the assets of the Company HoldCo or any of its SubsidiariesMerger Sub 2, the prospects (financial or otherwise) or the viability or likelihood of success of the business of the Company HoldCo or any of its Subsidiaries as conducted after the Closing, as contained in any materials provided by the Company HoldCo or any of its Affiliates or any of its directors, officers, employees, shareholders, partners, members or representatives or otherwise.
Appears in 2 contracts
Sources: Business Combination Agreement (Eleusis Inc.), Business Combination Agreement (Silver Spike Acquisition Corp II)