Common use of Effect of Closing Over Known Unsatisfied Conditions or Breached Representations, Warranties or Covenants Clause in Contracts

Effect of Closing Over Known Unsatisfied Conditions or Breached Representations, Warranties or Covenants. If Seller or Purchaser elects to proceed with the Closing with Knowledge by it of any failure to be satisfied of any condition in its favor or the breach of any representation, warranty or covenant by the other Party, the condition that is unsatisfied or the representation, warranty or covenant which is breached at the Closing Date will be deemed waived by such Party, and such Party will be deemed to fully release and forever discharge the other Party on account of any and all claims, demands or charges, known or unknown, with respect to the same.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Pinnacle West Capital Corp), Purchase and Sale Agreement (Pinnacle West Capital Corp), Purchase and Sale Agreement (Pinnacle West Capital Corp)

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Effect of Closing Over Known Unsatisfied Conditions or Breached Representations, Warranties or Covenants. If Seller or Purchaser elects to proceed with the Closing with Knowledge by it while knowing (as evidence in a written notice from the other party) of any failure to be satisfied of any condition in its favor or the breach of any representation, warranty or covenant by the other Party, the condition that is unsatisfied or the representation, warranty or covenant which is breached at the Closing Date will be deemed waived by such Party, and such Party will be deemed to fully release and forever discharge the other Party on account of any and all claims, demands or charges, known or unknown, with respect to the same.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ridgewood Electric Power Trust I)

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