Common use of Independent Investigation; No Other Representations and Warranties Clause in Contracts

Independent Investigation; No Other Representations and Warranties. (a) Buyer has conducted its own independent investigation, review and analysis of, and reached its own independent conclusions regarding, the business, operations, assets, condition (financial or otherwise) and prospects of the Acquired Companies. Buyer acknowledges that it and its Representatives have been provided adequate access to the personnel, properties, premises, records and other documents and information of and relating to the Acquired Group Companies for such purpose. In entering into this Agreement, Buyer acknowledges that it has relied solely upon its own investigation, review and analysis and has not relied on and is not relying on any representation, warranty or other statement (whether written or oral) made by, on behalf of or relating to Seller or any Acquired Group Company except for the representations and warranties expressly set forth in Article 3 of this Agreement and the representations and warranties set forth in the Ancillary Agreements (and, with respect to such representations and warranties, subject to any limitations included in this Agreement or the Ancillary Agreements).

Appears in 1 contract

Samples: Securities Purchase Agreement (Mednax, Inc.)

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Independent Investigation; No Other Representations and Warranties. (a) Buyer has conducted its own independent investigation, review and analysis of, and reached its own independent conclusions regarding, the business, operations, assets, condition (financial or otherwise) and prospects of the Acquired CompaniesCompanies and the Business. Buyer acknowledges that it and its Representatives have been provided adequate access to the personnel, properties, premises, records and other documents and information of and relating to the Acquired Group Companies and the Business for such purpose. In entering into this Agreement, Buyer acknowledges that it has relied solely upon its own investigation, review and analysis and has not relied on and is not relying on any representation, warranty or other statement (whether written or oral) made by, on behalf of or relating to Seller or Seller, any Acquired Group Company or the Business except for the representations and warranties expressly set forth in Article 3 of this Agreement and the representations and warranties set forth or in the certificate contemplated by Section 7.2(d) or in any Ancillary Agreements Agreement (and, with respect to such representations and warranties, subject to any limitations included in this Agreement or the Ancillary AgreementsAgreement).

Appears in 1 contract

Samples: Share Purchase Agreement (Walgreens Boots Alliance, Inc.)

Independent Investigation; No Other Representations and Warranties. (a) Buyer has conducted its own independent investigation, review and analysis of, and reached its own independent conclusions regarding, the business, operations, assets, condition (financial or otherwise) and prospects of the Acquired Companies. Buyer acknowledges that it and its Representatives have been provided adequate access to the personnel, properties, premises, records and other documents and information of and relating to the Acquired Group Companies for such purpose. In entering into this Agreement, Buyer acknowledges that it has relied solely upon its own investigation, review and analysis and has not relied on and is not relying on any representation, warranty or other statement (whether written or oral) made by, on behalf of or relating to Seller Sellers or any Acquired Group Company except for the representations and warranties expressly set forth in Article 3 of this Agreement and the representations and warranties set forth or in the Ancillary Agreements certificate contemplated by Section 7.2(d) (and, with respect to such representations and warranties, subject to any limitations included in this Agreement or the Ancillary AgreementsAgreement).

Appears in 1 contract

Samples: Securities Purchase Agreement (Marinemax Inc)

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Independent Investigation; No Other Representations and Warranties. (a) Buyer has conducted its own independent investigation, review and analysis of, and reached its own independent conclusions regarding, the business, operations, assets, condition (financial or otherwise) and prospects of the Acquired CompaniesCompanies and the Business. Buyer acknowledges that it and its Representatives have been provided adequate access to the personnel, properties, premises, records and other documents and information of and relating to the Acquired Group Companies and the Business for such purpose. In entering into this Agreement, Buyer acknowledges that it has relied solely upon its own investigation, review and analysis and has not relied on and is not relying on any representation, warranty or other statement (whether written or oral) made by, on behalf of or relating to Seller or Seller, any Acquired Group Company or the Business except for the representations and warranties expressly set forth in Article 3 of this Agreement and the representations and warranties set forth or 66 in the certificate contemplated by Section 7.2(d) or in any Ancillary Agreements Agreement (and, with respect to such representations and warranties, subject to any limitations included in this Agreement or the Ancillary AgreementsAgreement).

Appears in 1 contract

Samples: Share Purchase Agreement (Amerisourcebergen Corp)

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