Common use of Purchaser Acknowledgements Clause in Contracts

Purchaser Acknowledgements. Purchaser specifically acknowledges that, except for Sellers’ representations set forth in this Agreement, the Schedules attached hereto and the other Seller Documents, Purchaser is not relying on any representations or warranties of any kind whatsoever, express or implied, from any Seller, Matrix, or any director, officer, partner, employee, representative, broker or other agents of either of them, as to any matters concerning the Locations, the Assets and/or the business conducted therewith, including: (a) the condition or safety of the Assets or Real Properties or any improvements thereon, including plumbing, sewer, heating and electrical systems, roofing, air conditioning, if any, foundations, soils and geology, lot size, or suitability of the Real Properties or its improvements for a particular purpose; (b) whether the appliances, if any, plumbing or utilities are in working order; (c) the habitability or suitability for occupancy of any structure and the quality of its construction; (d) the fitness or condition of any personal property; (e) whether the fixtures or improvements, including the Fuel Equipment, are structurally sound, in good condition, or in compliance with applicable Laws; (f) the profits or losses relating to operations at the Locations; (g) the legal or tax consequences of this Agreement or the transactions contemplated hereby; (h) the environmental condition of the Real Properties, including but not limited to the possible presence of petroleum products and/or hazardous substances in, under or near the Real Properties; and (i) the completeness or accuracy of any information provided to Purchaser by Sellers or their agents. Purchaser understands the legal significance of the foregoing provisions and acknowledges that they are a material inducement to Sellers’ willingness to enter into this Agreement.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement (Lehigh Gas Partners LP)

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Purchaser Acknowledgements. Purchaser specifically acknowledges that, except for Sellers’ Seller’s representations set forth in this Agreement, the Schedules attached hereto and the other Seller DocumentsArticle V, Purchaser is not relying on any representations or warranties of any kind whatsoever, express or implied, from any Seller, Matrix, Seller or any directorbroker, officeraccountants, partner, employee, representative, broker attorneys or other agents of either of them, as to any matters concerning the LocationsAssets including, the Assets and/or the business conducted therewith, includingbut not limited to: (a) the condition or safety of the Assets or Real Properties Property or any improvements thereon, including plumbing, sewer, heating and electrical systems, roofing, air conditioning, if any, foundations, soils and geology, lot size, or suitability of the Real Properties Property or its improvements for a particular purpose; (b) whether the appliances, if any, plumbing or utilities are in working order; (c) the habitability or suitability for occupancy of any structure and the quality of its construction; (d) the fitness or condition of any tangible personal property; (e) whether the fixtures or improvements, including the Fuel Equipment, are structurally sound, in good conditioncondition or state of repair, or in compliance with applicable Laws; (f) the profits or losses relating to operations at the LocationsLocation; (g) the legal or tax consequences of this Agreement or the transactions contemplated hereby; (h) the environmental condition of the Real PropertiesProperty including, including but not limited to to, the possible presence of petroleum products and/or or hazardous substances in, under under, adjacent to or near the Real PropertiesProperty; and (i) the completeness or accuracy of any information provided to Purchaser by Sellers Seller or their agentsits gents. Purchaser understands the legal significance of the foregoing provisions and acknowledges that they are a material inducement to Sellers’ Xxxxxx’s willingness to enter into this AgreementAgreement and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement

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