Owner's Acknowledgments. Owner acknowledges that it has been advised by Agent to consult and retain experts to advise and represent it concerning the legal and tax effects of this Agreement and consummation of a Transaction or Alternative Transaction, as well as the condition and/or legality of the Property, including, but not limited to, the Property's improvements, equipment, soil, tenancies, title and environmental aspects. Agent shall have no obligation to investigate any such matters unless expressly otherwise agreed to in writing by Owner and Agent. Owner further acknowledges that in determining the financial soundness of any prospective buyer, lessee or security offered, Owner will rely solely upon Owner's own investigation, notwithstanding Agent's assistance in gathering such information.
Owner's Acknowledgments. Owner acknowledges and agrees that:
(a) it is being given permission to commence construction and installation of the Works prior to the execution of the subdivision agreement and that any work it undertakes in furtherance thereof will be at its sole and absolute risk;
(b) it will construct and install the work following the Municipality’s standard conditions and requirements pertaining to the installation of public works and to fully comply with all applicable conditions of approval of the plan of subdivision;
(c) it may be required to modify, alter, relocate and reconstruct certain of the Works based on the final drawings and plans approved by the Municipality;
(d) it will comply with every direction issued or given by the Municipality during the course of pre-servicing related to the Work included in this agreement, including but not limited to the cessation of work, rectification of deficiencies or the phasing of the Works construction in the interest of the proper development of the Lands or to protect the safety of citizens of the Municipality;
(e) it is not being given any permission to carry out any works or to enter upon any lands not owned by it, except for lands owned by the Municipality (where the Municipality has consented to such works or entry in writing), without the written consent of the owner and that such consent shall be filed with the Municipality;
(f) it cannot connect any Works to any public services on any municipal right-of-way unless the Municipality has consented to such works or entry in writing or otherwise;
(g) the Municipality will be under no obligation whatsoever to complete all or any portion of the Works if the Owner fails to complete them but that, notwithstanding the foregoing, the Municipality shall, to safeguard the health and safety of its residents, at its sole and absolute discretion, be entitled to enter onto the Lands and complete any Works or portion of the Works and to take any action it deems necessary all at the Owner's expense as outlined in Section 8 (security) of this agreement.
Owner's Acknowledgments. By the execution hereof, Owner and the Company intend to create an agency relationship between the Company, as an independent contractor, and the Owner. The parties do not intend the agency relationship hereby created to be a partnership or joint venture between themselves, and the Owner does not intend this Agreement to create a partnership or joint venture among all or any number of the Owners. If, however, this Agreement is deemed to create a partnership for income tax purposes and if the Management Fee paid by Owner to the Company pursuant to Section 3.2 hereof is not deductible by Owner for income tax purposes because such Management Fee is characterized as partnership distributions, then before any income of the partnership created by this Agreement is allocated to Owner, such income shall be first allocated to the Company to the extent of any such Management Fee paid to the Company and characterized as a partnership distribution. Owner acknowledges that the Rental Pools established pursuant to this Agreement is a speculative venture and there is no guaranty, in fact or by implication, that Owner shall receive any, or any specific, sum of money in any given period of time on account of his entry into this Agreement.
Owner's Acknowledgments. Owner acknowledges that:
(a) in entering into this Agreement and except as provided in section 11.02, Owner has not relied on any statement, study, representation or warranty of Licensor, any of its Affiliates or any Person actually or apparently engaged by them or on their behalf, express or implied, relating to the Hotel, including (without limitation) any statement, study, representation or warranty relating to the structural integrity, safety or other similar aspects of the Hotel, the competence of the Consultants, the compliance of the Hotel with Applicable Law, any projection or pro forma statements of earnings or profits or loss or statements as to future success of the Hotel which may have been prepared by or on behalf of Licensor, any of its Affiliates or any Person actually or apparently engaged by them or on their behalf, and Owner understands that no guarantee is made or implied by Licensor or by any of its Affiliates with respect thereto; and
(b) Licensor is relying on the representations, warranties and covenants of Owner set out in the Hotel Agreements in connection with Licensor entering into this Agreement and fulfilling all of its obligations under this Agreement.
Owner's Acknowledgments. The Owner acknowledges:
(1) the requirement for the Protection Mechanism and the function of the Protection Mechanism of protecting the Greenvale Reservoir from stormwater flows; and
(2) the obligations imposed by this Agreement in relation to the use and development of the Land.
Owner's Acknowledgments. Owner expressly acknowledges that (a) this is a legal document that may affect Owner’s rights and Owner was given the opportunity to have the Agreement and this Consent to Disclosure reviewed by Owner’s attorney; and (b) Owner, by signing this Consent to Disclosure, waives any rights it may have to keep the terms and provisions of the Agreement confidential.
