Common use of Opportunity for Independent Investigation; No Other Representations Clause in Contracts

Opportunity for Independent Investigation; No Other Representations. Prior to its execution of this Agreement, Buyer has conducted to its satisfaction an independent investigation and verification of the current condition and affairs of the Project Company, the Assets of the Project Company and the Project, including the condition, the cash flow and the prospects of the Project Company. In making its decision to execute this Agreement and to purchase the Company Interests, Buyer has relied and will rely solely upon the results of such independent investigation and verification and the terms and conditions of this Agreement. Buyer acknowledges that: (a) it has had the opportunity to visit with Seller and meet with its Representatives to discuss the Project Company and its condition, cash flows and prospects, (b) all materials and information requested by Buyer have been provided to Buyer to Buyer’s reasonable satisfaction; and (c) except as set forth in Article III and Article IV, none of Seller, the Project Company or any Affiliate thereof makes any representation or warranty, express or implied, as to the Project Company or the Assets of the Project Company.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (CMS Energy Corp), Purchase and Sale Agreement (Consumers Energy Co)

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Opportunity for Independent Investigation; No Other Representations. Prior to its execution of this Agreement, Buyer has conducted to its satisfaction an independent investigation and verification of the current condition and affairs of the Project CompanyCompanies, the Assets of the Project Company Companies and the ProjectProjects, including the condition, the cash flow and the prospects of each of the Project CompanyCompanies. In making its decision to execute this Agreement and to purchase the Company Interests, Buyer has relied and will rely solely upon the results of such independent investigation and verification and the terms and conditions of this Agreement. Buyer acknowledges that: (a) it has had the opportunity to visit with Seller and meet with its Representatives to discuss the Project Company Companies and its their respective condition, cash flows and prospects, (b) all materials and information requested by Buyer have been provided to Buyer to Buyer’s reasonable satisfaction; and (c) except as set forth in Article III and Article IV, none of Seller, the neither Seller nor any Project Company or any Non-Company Affiliate thereof makes any representation or warranty, express or implied, as to the Project Company Companies or the Assets of the Project CompanyCompanies.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mirant North America, LLC)

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Opportunity for Independent Investigation; No Other Representations. Prior to its execution of this Agreement, Buyer has conducted to its satisfaction an independent investigation and verification of the current condition and affairs of the Project Company, the Assets of the Project Company and the ProjectFacility, including the condition, the cash flow and the prospects of the Project Company. In making its decision to execute this Agreement and to purchase the Company Interests, Buyer has relied and will rely solely upon the results of such independent investigation investigation, upon the satisfaction of the conditions precedent to Closing, and verification upon the representations and the terms warranties set forth in Article 4 and conditions of this AgreementArticle 5. Buyer acknowledges that: (a) it has had the opportunity to visit with Seller and meet with its Representatives to discuss the Project Company Company, the Facility, and its conditiontheir respective conditions, cash flows and prospects, (b) all materials and information requested by Buyer have been provided to Buyer to Buyer’s reasonable satisfaction; and (cb) except as set forth in Article III 4 and Article IV5 or in any Transaction Document, none of Seller, the Project Company Company, or any Affiliate thereof makes any representation or warranty, express or implied, as to the Project Company or the Assets of the Project CompanyFacility. Certain information has been excluded from this agreement (indicated by “[***]”) because such information (i) is not material and (ii) would be competitively harmful if publicly disclosed.

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement (Novus Capital Corp)

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