Common use of Non-Reliance of Buyer Clause in Contracts

Non-Reliance of Buyer. Except for the specific representations and warranties expressly made by the Company in Section 5 of this Agreement, Buyer acknowledges that (a) neither the Company, its affiliates nor any other Person has made any representation or warranty, express or implied, as to the Company, the Company’s business, assets, liabilities, operations, prospects, condition (financial or otherwise), including with respect to the effectiveness or success of the Company’s operations, exploration activities or future capital raising activities, and (b) no officer, agent, representative or employee of the Company has any authority, express or implied, to make any representations, warranties or agreements not specifically set forth in this Agreement. Buyer has not received an “offering memorandum” (as defined in Ontario Securities Commission Rule 14-501 — Definitions) or any other similar document describing or purporting to describe the business and affairs of the Company. Buyer specifically disclaims that it is relying upon or has relied upon any representations or warranties that may have been made by any Person except for the specific representations and warranties expressly made by the Company in Section 5. Any inspection, investigation or review performed by Buyer in connection with this Agreement will not affect or negate the representations and warranties of the Company contained herein.

Appears in 3 contracts

Samples: Subscription Agreement (Golden Minerals Co), Subscription Agreement (Golden Minerals Co), Subscription Agreement (Golden Minerals Co)

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Non-Reliance of Buyer. Except for the specific representations and warranties expressly made by the Company in Section 5 of this Agreement, Buyer acknowledges that (a) neither the Company, its affiliates nor any other Person has made any representation or warranty, express or implied, as to the Company, the Company’s business, assets, liabilities, operations, prospects, condition (financial or otherwise), including with respect to the effectiveness or success of the Company’s operations, exploration activities or future capital raising activities, and (b) no officer, agent, representative or employee of the Company has any authority, express or implied, to make any representations, warranties or agreements not specifically set forth in this Agreement. Buyer has not received an “offering memorandum” (as defined in Ontario Securities Commission Rule 14-501 Definitions) or any other similar document describing or purporting to describe the business and affairs of the Company. Buyer specifically disclaims that it is relying upon or has relied upon any representations or warranties that may have been made by any Person except for the specific representations and warranties expressly made by the Company in Section 5. Any inspection, investigation or review performed by Buyer in connection with this Agreement will not affect or negate the representations and warranties of the Company contained herein.

Appears in 1 contract

Samples: Subscription Agreement (Sentient Global Resources Fund IV, L.P.)

Non-Reliance of Buyer. Except for the specific representations and warranties expressly made by the Company in Section 5 2.1 of this Agreement, Buyer acknowledges Buyers acknowledge that (a) neither the Company, its affiliates Affiliates nor any other Person has made any representation or warranty, express or implied, as to the Company, the Company’s business, assets, liabilities, operations, prospects, condition (financial or otherwise), including with respect to the effectiveness or success of the Company’s operations, exploration activities or future capital raising activities, and (b) no officer, agent, representative or employee of the Company has any authority, express or implied, to make any representations, warranties or agreements not specifically set forth in this Agreement. Buyer has not received an “offering memorandum” (as defined in Ontario Securities Commission Rule 14-501 — Definitions) or any other similar document describing or purporting to describe the business and affairs of the Company. Each Buyer specifically disclaims that it is relying upon or has relied upon any representations or warranties that may have been made by any Person except for the specific representations and warranties expressly made by the Company in Section 52.1. Any inspection, investigation or review performed by Buyer Buyers in connection with this Agreement will not affect or negate the representations and warranties of the Company contained herein.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Golden Minerals Co)

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Non-Reliance of Buyer. Except for the specific representations and warranties expressly made by the Company in Section 5 4 of this Agreement, Buyer acknowledges Buyers acknowledge that (a) neither the Company, its affiliates nor any other Person has made any representation or warranty, express or implied, as to the Company, the Company’s business, assets, liabilities, operations, prospects, condition (financial or otherwise), including with respect to the effectiveness or success of the Company’s operations, exploration activities or future capital raising activities, and (b) no officer, agent, representative or employee of the Company has any authority, express or implied, to make any representations, warranties or agreements not specifically set forth in this Agreement. Buyer has Buyers have not received an “offering memorandum” (as defined in Ontario Securities Commission Rule 14-501 — Definitions) or any other similar document describing or purporting to describe the business and affairs of the Company. Each Buyer specifically disclaims that it is relying upon or has relied upon any representations or warranties that may have been made by any Person except for the specific representations and warranties expressly made by the Company in Section 54. Any inspection, investigation or review performed by Buyer Buyers in connection with this Agreement will not affect or negate the representations and warranties of the Company contained herein.

Appears in 1 contract

Samples: Subscription Agreement (Golden Minerals Co)

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