THE TRANSACTION CONTEMPLATED Clause Samples

THE TRANSACTION CONTEMPLATED. BY THIS AGREEMENT HAS BEEN NEGOTIATED BETWEEN SELLER, EAGL PARENT AND BUYER, THIS AGREEMENT REFLECTS THE MUTUAL AGREEMENT OF SELLER, EAGL PARENT AND BUYER, AND BUYER HAS CONDUCTED, OR WILL CONDUCT, ITS OWN INDEPENDENT EXAMINATION OF THE PROPERTY AND THE COWBOYS OWNERSHIP INTERESTS. OTHER THAN THE MATTERS REPRESENTED IN SECTIONS 7.1 AND 7.2 HEREOF AND THOSE SET FORTH IN ANY OF THE PROPERTY SELLER’S DOCUMENTS AND THE EAGL SELLER’S DOCUMENTS, AS SUCH MAY BE LIMITED BY SECTION 7.3 HEREOF (PROVIDED SUCH LIMITATIONS SHALL NOT APPLY TO THE ASSIGNMENT AND ASSUMPTION OF LAKE CONCESSION AGREEMENT, THE ASSIGNMENT AND ASSUMPTION OF MANSFIELD LEASE AGREEMENT AND THE ▇▇▇▇ OF SALE AND ASSIGNMENT AGREEMENTS TO BE DELIVERED AT CLOSING), BUYER HAS NOT RELIED UPON AND WILL NOT RELY UPON, EITHER DIRECTLY OR INDIRECTLY, ANY REPRESENTATION OR WARRANTY OF SELLER OR EAGL PARENT OR ANY OF THEIR AGENTS OR REPRESENTATIVES, AND BUYER HEREBY ACKNOWLEDGES THAT NO SUCH REPRESENTATIONS HAVE BEEN MADE. EXCEPT AS PROVIDED IN SECTIONS 7.1 AND 7.2 HEREOF AND IN THE PROPERTY SELLER’S DOCUMENTS AND THE EAGL SELLER’S DOCUMENTS, AS SUCH MAY BE LIMITED BY SECTION 7.3 HEREOF (PROVIDED SUCH LIMITATIONS SHALL NOT APPLY TO THE ASSIGNMENT AND ASSUMPTION OF LAKE CONCESSION AGREEMENT, THE ASSIGNMENT AND ASSUMPTION OF MANSFIELD LEASE AGREEMENT AND THE ▇▇▇▇ OF SALE AND ASSIGNMENT AGREEMENTS TO BE DELIVERED AT CLOSING), SELLER AND EAGL PARENT SPECIFICALLY DISCLAIM, AND NEITHER SELLER NOR EAGL PARENT NOR ANY OTHER PERSON IS MAKING, ANY REPRESENTATION, WARRANTY OR ASSURANCE WHATSOEVER TO BUYER AND NO WARRANTIES OR REPRESENTATIONS OF ANY KIND OR CHARACTER, EITHER EXPRESS OR IMPLIED, ARE MADE BY SELLER OR EAGL PARENT OR RELIED UPON BY BUYER WITH RESPECT TO THE STATUS OF TITLE TO OR THE MAINTENANCE, REPAIR, CONDITION, DESIGN OR MARKETABILITY OF THE PROPERTY, THE COWBOYS GOLF CLUB OR THE COWBOYS OWNERSHIP INTEREST, OR ANY PORTION THEREOF, INCLUDING BUT NOT LIMITED TO (a) ANY IMPLIED OR EXPRESS WARRANTY OF MERCHANTABILITY, (b) ANY IMPLIED OR EXPRESS WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, (c) ANY IMPLIED OR EXPRESS WARRANTY OF CONFORMITY TO MODELS OR SAMPLES OF MATERIALS, (d) ANY RIGHTS OF BUYER UNDER APPROPRIATE STATUTES TO CLAIM DIMINUTION OF CONSIDERATION, (e) ANY CLAIM BY BUYER FOR DAMAGES BECAUSE OF DEFECTS, WHETHER KNOWN OR UNKNOWN, WITH RESPECT TO THE IMPROVEMENTS OR THE PERSONAL PROPERTY, (f) THE FINANCIAL CONDITION OR PROSPECTS OF THE PROPERTY, COWBOYS GOLF CLUB OR THE COWBOYS OWNERSHIP INTERESTS A...