Common use of Investigation; No Other Representations Clause in Contracts

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition and operations of, Parent and Merger Sub and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub and their respective businesses and operations as it and its representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement and the Merger Transactions. (b) In entering into this Agreement, the Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV and no other representations or warranties of Parent or Merger Sub or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV, none of Parent or Merger Sub or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and the Merger Transactions.

Investigation; No Other Representations. (a) The CompanyEach Parent Party, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations ofprospects, Parent and Merger Sub of the Group Companies and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub the Group Companies and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company each Parent Party has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 3 and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub the Company Parties, any Company Non-Party Affiliate or any other Person, either express or implied, and the Companyeach Parent Party, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV3 and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub the Company Parties, any Company Non-Party Affiliate or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The CompanySPAC, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations ofprospects, Parent and Merger Sub of the Group Companies and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub the Group Companies and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactions. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company SPAC has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV III and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub the Company, any Company Non-Party Affiliate or any other Person, either express or implied, and the CompanySPAC, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVIII and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub the Company, any Company Non-Party Affiliate or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Ancillary Documents or the Transactions.

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, concerning the business, assets, condition condition, operations and operations of, Parent and Merger Sub prospects of the Acquirer Parties and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub the Acquirer Parties and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement and the Merger Ancillary Documents and the consummation of the Transactions. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 5 and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub any Acquirer Party or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV5 and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub or the Acquirer Parties nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Ancillary Documents or the Transactions.

Investigation; No Other Representations. (a) The CompanyPTIC II, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations of, Parent and Merger Sub prospects of the Group Companies (including the Business) and (ii) it has been furnished provided with or given access to such certain documents and certain information about Parent and Merger Sub the Group Companies and their respective businesses and operations as it and its representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is a party, the Company PTIC II has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 3, Section 9.18 and the Ancillary Documents to which it is a party or a beneficiary of any representations and warranties and no other representations or warranties of Parent or Merger Sub the Company or any other Person, either express or implied, and the CompanyPTIC II, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV3, Article 4, and in the Ancillary Documents to which it is a party or a beneficiary of any representations and warranties, none of Parent or Merger Sub the Company or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The CompanyPlum, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent the Company and Merger Sub its Subsidiaries and (ii) it has been furnished with or given access to such documents and information about Parent the Company and Merger Sub its Subsidiaries and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Transaction Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the other Transaction Documents to which it is a party, the Company Plum has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV IV, and in the Transaction Documents to which it is a party and the Shareholder Undertaking and no other representations or warranties of Parent or Merger Sub the Company or any other Person, either express or implied, and the CompanyPlum, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV, none of Parent or Merger Sub or and in the Transaction Documents to which it is a party and the Shareholder Undertaking, neither the Company nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsTransaction Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The Each Group Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub FEAC and (ii) it has been furnished with or given access to such documents and information about Parent FEAC and Merger Sub and their respective businesses its business and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactions. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the each Group Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 4 and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub FEAC, any FEAC Non-Party Affiliate or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV4 and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub FEAC, any FEAC Non-Party Affiliate or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Ancillary Documents or the Transactions.

Investigation; No Other Representations. (a) The CompanySLAM, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations ofprospects, Parent and Merger Sub of the Company and (ii) it has been furnished with or given access to such documents and information about Parent the Company and Merger Sub and their respective businesses its business and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company SLAM has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 3 and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub the Company, any Company Non-Party Affiliate or any other Person, either express or implied, and the CompanySLAM, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV3 and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub the Company, any Company Non-Party Affiliate or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The CompanyEach of TopCo and Merger Sub, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations of, Parent and Merger Sub prospects of Yucaipa and (ii) it has been furnished with or given access to such documents and information about Parent Yucaipa and Merger Sub and their respective its businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Transaction Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the other Transaction Documents to which it is a party, the Company each of TopCo and Merger Sub has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV VI and in the Transaction Documents to which it is a party and no other representations or warranties of Parent or Merger Sub Yucaipa or any other Person, either express or implied, and the Companyeach of TopCo and Merger Sub, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVVI and in the Transaction Documents to which it is a party, none of Parent or Merger Sub or neither Yucaipa nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsTransaction Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub SPAC and (ii) it has been furnished with or given access to such documents and information about Parent SPAC and Merger Sub and their respective its businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactions. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub SPAC, any SPAC Non-Party Affiliate or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVIV and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub or SPAC, any SPAC Non-Party Affiliate nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Ancillary Documents or the Transactions.

Investigation; No Other Representations. (a) The CompanyPlum, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub the Company and (ii) it has been furnished with or given access to such documents and information about Parent the Company and Merger Sub and their respective the Company’s businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the other Transaction Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the other Transaction Documents to which it is a party, the Company Plum has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV and in the other Transaction Documents to which it is a party and no other representations or warranties of Parent or Merger Sub the Company or any other Person, either express or implied, and the CompanyPlum, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVIV and in the other Transaction Documents to which it is a party, none of Parent or Merger Sub or neither the Company nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Transactionsother Transaction Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The CompanyEach Merger Sub, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations of, Parent and Merger Sub prospects of the Company and (ii) it has been furnished with or given access to such documents and information about Parent the Company and Merger Sub and their respective its businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the other Transaction Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the other Transaction Documents to which it is a party, the Company each Merger Sub has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV and in the other Transaction Documents to which it is a party and no other representations or warranties of Parent or Merger Sub the Company or any other Person, either express or implied, and the Companysuch Merger Sub, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVIV and in the other Transaction Documents to which it is a party, none of Parent or Merger Sub or neither the Company nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Transactionsother Transaction Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub and their respective businesses and operations as it and its representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement and the Merger TransactionsSPAC. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company has Group Companies have relied solely on its own investigation their respective investigations and analysis analyses and the representations and warranties expressly set forth in Article IV and in the Ancillary Documents to which SPAC is or will be a party and no other representations or warranties of Parent or Merger Sub SPAC, any SPAC Non-Party Affiliate or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IVIV and in the Ancillary Documents to which SPAC is or will be a party, none of Parent or Merger Sub or SPAC, any SPAC Non-Party Affiliate nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger Ancillary Documents or the Transactions.

Investigation; No Other Representations. (a) The CompanyQell, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub the Group Companies and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub the Group Companies and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is a party, the Company Qell has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 3, Article 4, in the Ancillary Documents to which it is a party and the Support Agreement and no other representations or warranties of Parent or Merger Sub the Company, Holdco or any other Person, either express or implied, and the CompanyQell, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV3, none of Parent or Merger Sub or Article 4, in the Ancillary Documents to which it is a party and the Support Agreement, neither the Company, Holdco nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations prospects of, Parent and Merger Sub the Acquiror Parties and (ii) it has been furnished with or given access to such documents and information about Parent and Merger Sub the Acquiror Parties and their respective businesses and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is or will be a party, the Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV ‎Article 4 and in the Ancillary Documents to which it is or will be a party and no other representations or warranties of Parent or Merger Sub the Acquiror Parties or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV‎Article 4 and in the Ancillary Documents to which it is or will be a party, none of Parent or Merger Sub the Acquiror Parties or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.

Investigation; No Other Representations. (a) The Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that (i) it has conducted its own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition condition, operations and operations of, Parent prospects of ARYA and Merger Sub TopCo and (ii) it has been furnished with or given access to such documents and information about Parent ARYA and Merger Sub TopCo and their respective businesses its business and operations as it and its representatives Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement Agreement, the Ancillary Documents and the Merger Transactionstransactions contemplated hereby and thereby. (b) In entering into this AgreementAgreement and the Ancillary Documents to which it is a party, the Company has relied solely on its own investigation and analysis and the representations and warranties expressly set forth in Article IV 5 and in the Ancillary Documents to which it is a party and no other representations or warranties of Parent or Merger Sub ARYA or any other Person, either express or implied, and the Company, on its own behalf and on behalf of its representativesRepresentatives, acknowledges, represents, warrants and agrees that, except for the representations and warranties expressly set forth in Article IV5 and in the Ancillary Documents to which it is a party, none of Parent or Merger Sub or neither ARYA nor any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement and Agreement, the Merger TransactionsAncillary Documents or the transactions contemplated hereby or thereby.