Investigations The respective representations and warranties of the Parties contained in this Agreement or any certificate or other document delivered by any Party at or prior to the Closing and the rights to indemnification set forth in Article XI shall not be deemed waived or otherwise affected by any investigation made, or knowledge acquired, by a Party.
Due Diligence Investigation Pubco shall be reasonably satisfied with the results of its due diligence investigation of the Company in its sole and absolute discretion.
Independent Investigation Subscriber, in making the decision to purchase the Units, has relied upon an independent investigation of the Company and has not relied upon any information or representations made by any third parties or upon any oral or written representations or assurances from the Company, its officers, directors or employees or any other representatives or agents of the Company, other than as set forth in this Agreement. Subscriber is familiar with the business, operations and financial condition of the Company and has had an opportunity to ask questions of, and receive answers from the Company’s officers and directors concerning the Company and the terms and conditions of the offering of the Units and has had full access to such other information concerning the Company as Subscriber has requested. Subscriber confirms that all documents that it has requested have been made available and that Subscriber has been supplied with all of the additional information concerning this investment which Subscriber has requested.
Investigation To make investigation about the accuracy of representations, warranties or other obligations of the Issuer under the Transaction Documents.
Buyer’s Investigation Buyer acknowledges and agrees that it: (i) is knowledgeable about the irrigation business; (ii) has made or prior to the Closing will have made its own inquiry and investigation into, and based thereon has or will have formed an independent judgment concerning certain aspects of the Acquired Companies; and (iii) has been or prior to the Closing will have been furnished with or given access to certain of the officers and employees of the Acquired Companies and other information about the Acquired Companies that it has requested. Notwithstanding any right of Buyer to investigate fully the matters contained herein, and notwithstanding SECTION 5.6, Buyer has the right to rely fully upon the representations, warranties, covenants and agreements of each Seller contained in this Agreement, the instruments or agreements executed by any Seller pursuant to the terms hereof or in any certificates or other documents delivered pursuant to this Agreement. However, after the Closing Date, Buyer agrees that it will not assert any claim against Sellers, their Related Persons or representatives, or hold any of such persons liable for any inaccuracies, misstatements or omissions with respect to information concerning the Acquired Companies furnished by Sellers, their Related Persons or representatives unless such inaccuracies, misstatements or omissions (a) constitute a breach of the terms or provisions of this Agreement, the instruments or agreements executed by any Seller pursuant to the terms hereof, or any certificates or other documents delivered pursuant to this Agreement, (b) provide the basis upon which a claim (as referenced in ARTICLE 10) can be asserted by Buyer pursuant to ARTICLE 10, or (c) constitute intentional fraud on the part of any Seller, or (d) arise pursuant to SECTION 1.6.
Investigations; Litigation There is no investigation or review pending (or, to the knowledge of Parent, threatened) by any Governmental Entity with respect to Parent or any of its Subsidiaries which would have, individually or in the aggregate, a Parent Material Adverse Effect, and there are no actions, suits, inquiries, investigations or proceedings pending (or, to Parent’s knowledge, threatened) against or affecting Parent or its Subsidiaries, or any of their respective properties at law or in equity before, and there are no orders, judgments or decrees of, or before, any Governmental Entity, in each case which would have, individually or in the aggregate, a Parent Material Adverse Effect.