Common use of Investigation by Parent and Sub Clause in Contracts

Investigation by Parent and Sub. Each of Investor, Parent and Sub has conducted its own independent review and analysis of the businesses, assets, condition, operations and prospects of the Company and its Subsidiaries and acknowledges that each of Investor, Parent and Sub has been provided access to the records of the Company and its Subsidiaries for this purpose. In entering into this Agreement, each of Investor, Parent and Sub has relied solely upon the representations and warranties set forth in Article IV and its own investigation and analysis, and each of Parent and Sub acknowledges that, except for the representations and warranties of the Company expressly set forth in Article IV, none of the Company or its Subsidiaries nor any of their respective Representatives makes any representation or warranty, either express or implied, as to the accuracy or completeness of any of the information provided or made available to Investor, Parent or Sub or any of their Representatives. Without limiting the generality of the foregoing, except as expressly and specifically covered by a representation or warranty set forth in Article IV, none of the Company or its Subsidiaries nor any of their respective Representatives or any other Person has made a representation or warranty to Investor, Parent or Sub with respect to (a) any projections, estimates or budgets for the Company or its Subsidiaries or (b) any material, documents or information relating to the Company or its Subsidiaries made available to each of Investor, Parent or Sub or their Representatives in any “data room,” confidential information memorandum or otherwise.

Investigation by Parent and Sub. Each of Investor, Parent and Sub has conducted its own independent review and analysis of the businesses, assets, condition, operations and prospects of the Company and its Subsidiaries and acknowledges that each of Investor, Parent and Sub has been provided access to the properties, premises and records (including via an electronic data room) of the Company and its Subsidiaries for this purpose. In entering into this Agreement, each of Investor, Parent and Sub has relied solely upon the representations and warranties set forth in Article IV and its own investigation and analysis, and each of Parent and Sub acknowledges that, except for the representations and warranties of the Company expressly set forth in Article IVSection 4.01, none of the Company or its Subsidiaries nor any of their respective Representatives makes any representation or warranty, either express or implied, as to the accuracy or completeness of any of the information provided or made available to Investor, Parent or Sub or any of their Representatives. Without limiting the generality of the foregoing, except as expressly and specifically covered by a representation or warranty set forth in Article IV, none of the Company or its Subsidiaries nor any of their respective Representatives or any other Person person has made a representation or warranty to Investor, Parent or Sub with respect to (a) any projections, estimates or budgets for the Company or its Subsidiaries or (b) any material, documents or information relating to the Company or its Subsidiaries made available to each of Investor, Parent or Sub or their Representatives in any “the electronic data room,” confidential information memorandum room or otherwise, except as expressly and specifically covered by a representation or warranty set forth in Section 4.01.

Investigation by Parent and Sub. Each of Investor, Parent and Sub has conducted its own independent review and analysis of the businesses, assets, condition, operations and prospects of the Company and its Subsidiaries and acknowledges that each of Investor, Parent and Sub has been provided access to the properties, premises and records of the Company and its Subsidiaries for this purpose. In entering into this Agreement, each of Investor, Parent and Sub has relied solely upon the representations and warranties set forth in Article IV and its own investigation and analysis, and each of Parent and Sub acknowledges that, except for the representations and warranties of the Company expressly set forth in Article IVIV and the representations and warranties in the certificate delivered pursuant to Section 7.2(c), none of the Company or its Subsidiaries nor any of their respective Representatives makes any representation or warranty, either express or implied, as to the accuracy or completeness of any of the information provided or made available to Investor, Parent or Sub or any of their Representatives. Without limiting the generality of the foregoing, except as expressly and specifically covered by a representation or warranty set forth in Article IV, none of the Company or its Subsidiaries nor any of their respective Representatives or any other Person has made a representation or warranty to Investor, Parent or Sub with respect to (a) any projections, estimates or budgets for the Company or its Subsidiaries or (b) any material, documents or information relating to the Company or its Subsidiaries made available to each of Investor, Parent or Sub or their Representatives in any “"data room,” " confidential information memorandum memorandum, other offering materials or otherwise, except as expressly and specifically covered by a representation or warranty set forth in Article IV and the representations and warranties in the certificate delivered pursuant to Section 7.2(c).