AS IS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, OR IN ANY DOCUMENTS TO BE DELIVERED BY ANY HPT SELLER HEREUNDER TO TA PURCHASER, NO HPT SELLER HAS MADE, AND TA PURCHASER HAS NOT RELIED ON, ANY INFORMATION, PROMISE, REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, REGARDING ANY PROPERTY (WHETHER MADE BY AN HPT SELLER, ON AN HPT SELLER’S BEHALF OR OTHERWISE) INCLUDING THE PHYSICAL CONDITION OF ANY REAL PROPERTY, TITLE TO OR THE BOUNDARIES OF ANY REAL PROPERTY, PEST CONTROL MATTERS, SOIL CONDITIONS, THE PRESENCE, EXISTENCE OR ABSENCE OF HAZARDOUS MATERIALS, TOXIC SUBSTANCES OR OTHER ENVIRONMENTAL MATTERS, COMPLIANCE WITH BUILDING, HEALTH, SAFETY, LAND USE AND ZONING LAWS, REGULATIONS AND ORDERS, STRUCTURAL AND OTHER ENGINEERING CHARACTERISTICS, TRAFFIC PATTERNS, MARKET DATA, ECONOMIC CONDITIONS OR PROJECTIONS, THE ADEQUACY OF ANY REAL PROPERTY FOR TA PURCHASER’S INTENDED USE, AND ANY OTHER INFORMATION PERTAINING TO THE REAL PROPERTY AND PHYSICAL ENVIRONMENTS IN WHICH IT IS LOCATED. THIS SECTION 3.4 SHALL SURVIVE THE CLOSING.
AS IS. Sale. The representations and warranties set forth in Section 3, Section 4 and Section 5 constitute the sole and exclusive representations and warranties of each Seller in connection with the transactions contemplated hereby. There are no representations, warranties, covenants, understandings or agreements among the Parties regarding the Interests, the Companies, the Assets, the Projects or their transfer or title thereto other than those incorporated in this Agreement. Except for the representations and warranties expressly set forth in Section 3, Section 4 and Section 5, Buyers disclaim reliance on any representations, warranties or guarantees, either express or implied, by any Seller including but not limited to any representation or warranty expressed or implied in any oral, written or electronic response to any information request provided to Buyers. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN (INCLUDING ANY SCHEDULE HERETO OR IN ANY DOCUMENT DELIVERED BY SELLER IN CONNECTION WITH THE CLOSING), (i) BUYERS ACKNOWLEDGE AND AGREE THAT THE ASSETS AND THE INTERESTS ARE “AS IS, WHERE IS” ON THE EFFECTIVE DATE, AND IN THEIR CONDITION ON THE EFFECTIVE DATE, AND (ii) THAT PRIOR TO THE EXECUTION OF THIS AGREEMENT, BUYERS HAVE CONDUCTED TO THEIR SATISFACTION ALL NECESSARY AND SUFFICIENT EXAMINATION OF THE ASSETS, AND THE PROJECTS; AND (iii) THAT BUYERS ARE RELYING ON THEIR OWN EXAMINATION OF THE ASSETS AND THE PROJECTS, AND ARE NOT RELYING ON ANY REPRESENTATION OR WARRANTY MADE BY OR ON BEHALF OF SELLERS, OR ANY BROKER OR INVESTMENT BANKER. BUYERS FURTHER ACKNOWLEDGE AND AGREE THAT EXCEPT AS TO SURVIVING LIABILITIES, THE REPRESENTATIONS AND WARRANTIES OF THE PARTIES SET FORTH IN THIS AGREEMENT TERMINATE AS OF THE EFFECTIVE DATE OR TERMINATION OF THIS AGREEMENT PURSUANT TO SECTION 13.1 (OTHER THAN THOSE CONTAINED IN SECTIONS 6.4, 6.6, 6.8 AND 6.9, WHICH SHALL SURVIVE THE CLOSING INDEFINITELY), AND THAT FOLLOWING THE EFFECTIVE DATE OR SUCH TERMINATION, AS THE CASE MAY BE, BUYERS SHALL HAVE NO RECOURSE AGAINST SELLERS BASED ON ANY BREACH OF SUCH REPRESENTATIONS AND WARRANTIES, EXCEPT TO THE EXTENT SUCH BREACH CONSTITUTES A SURVIVING LIABILITY, OR OTHERWISE AMOUNTS TO A FRAUD OR VIOLATION OF SECURITIES LAWS. Purchase and Sale Agreement Confidential
AS IS. Market Value” means the Fee Simple Interest value of the property appraised in the condition observed upon inspection and as it physically and legally exists at the time of the appraisal without hypothetical conditions, assumptions, or qualifications on the effective date of the appraisal, and under the following conditions:
Examples of AS IS in a sentence
The Landlord agrees to deliver the Premises on the start date of the Initial Term in the following condition: (check one) ☐ - As-Is. The Tenant agrees to accept delivery of the Premises in its current condition.
Real estate is being sold "As-Is, Where-Is" with NO warranties expressed or implied.
The Landlord agrees to deliver the Premises on the start date of the Initial Term in the following condition: (check one) ☐ - As-Is. The Tenant agrees to accept delivery of the Premises in its current condition.
Purchaser is buying the property As-Is, Where-Is and without Recourse.
More Definitions of AS IS
AS IS means that the Government may, at its option, furnish Government property in an “as-is” condition. In such cases, the Government makes no warranty with respect to the serviceability and/or suitability of the Government property for contract performance. Any repairs, replacement, and/or refurbishment shall be at the contractor's expense.
AS IS means the term used to notify Licensee that no express or implied warranty regarding the Site and Licensed Area is provided by the Judicial Council. Licensee therefore takes the Site and Licensed Area at Licensee's own risk, without recourse against the Judicial Council or State for their condition or performance.
AS IS. BASIS: Subject only to Paragraph 44 and to Landlord making the improvements shown on Exhibit B to be attached hereto, it is hereby agreed that the Premises leased hereunder is leased strictly on an "as-is" basis and in its present condition, and in the configuration as shown on Exhibit B to be attached hereto, and by reference made a part hereof. Except as noted herein, it is specifically agreed between the parties that after Landlord makes the interior improvements as shown on Exhibit B, Landlord shall not be required to make, nor be responsible for any cost, in connection with any repair, restoration, and/or improvement to the Premises in order for this Lease to commence, or thereafter, throughout the Term of this Lease. Notwithstanding anything to the contrary within this Lease, Landlord makes no warranty or representation of any kind or nature whatsoever as to the condition or repair of the Premises, nor as to the use or occupancy which may be made thereof.
AS IS. Xxxxx acknowledges and agrees that upon Closing, Seller shall sell and convey the Property to Buyer and Buyer shall accept the Property “AS IS, WHERE IS, WITH ALL FAULTS,” except to the extent expressly provided otherwise in this Agreement. Except as expressly set forth in this Agreement or any document executed by Seller and delivered to Buyer at Closing, Buyer has not relied and will not rely on, and Seller has not made and is not liable for or bound by, any express or implied warranties, guarantees, statements, representations or information pertaining to the Property or relating thereto (including specifically, without limitation, the Property information packages distributed with respect to the Property) made or furnished by Seller, or any property manager, real estate broker, agent or third party representing or purporting to represent Seller, to whomever made or given, directly or indirectly, orally or in writing. Buyer represents that it is a knowledgeable, experienced and sophisticated Buyer of real estate and that, except as expressly set forth in this Agreement, it is relying solely on its own expertise and that of Buyer’s consultants in purchasing the Property and shall make an independent verification of the accuracy of any documents and information provided by Seller. Buyer will conduct such inspections and investigations of the Property as Buyer deems necessary, including, but not limited to, the physical and environmental conditions thereof, and shall rely upon same. By failing to terminate this Agreement prior to the expiration of the Feasibility Period, Buyer acknowledges that Seller has afforded Buyer a full opportunity to conduct such investigations of the Property as Buyer deemed necessary to satisfy itself as to the condition of the Property and the existence or non-existence or curative action to be taken with respect to any Hazardous Materials on or discharged from the Property, and will rely solely upon same and not upon any information provided by or on behalf of Seller or its agents or employees with respect thereto, other than such representations, warranties and covenants of Seller as are expressly set forth in this Agreement. Upon Closing, Buyer shall assume the risk that adverse matters, including, but not limited to, adverse physical or construction defects or adverse environmental, health or safety conditions, may not have been revealed by Xxxxx’s inspections and investigations. Buyer hereby represents and warrants to Selle...
AS IS means a used motor vehicle sold by a dealer to a consumer without any warranty, either express or implied, and with the consumer being solely responsible for the cost of any repairs to that motor vehicle.
AS IS and "ALL FAULTS." Landlord and Tenant acknowledge that Tenant has been occupying the Premises under the Original Lease and that Tenant is thoroughly familiar with the condition of the Premises, and the Premises shall continue to be leased " As Is", "With All Faults", "Without Any Representations or Warranties", and Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or Project or the suitability of same for Tenant's purposes. Notwithstanding the foregoing, Landlord shall, using Project standard materials, guidelines, specifications and procedures, re-paint the restrooms in the office portion of the warehouse in the Premises and repair the water heater in the Premises, as Landlord deems necessary (collectively, "Landlord's Work"), Landlord and Tenant acknowledge and agree that: (i) Landlord's Work will be performed while Tenant is in occupancy of the Premises, Tenant hereby permitting access to the Premises to accomplish the same; (ii) Tenant shall not (and shall direct its agents to not) interfere with Landlord while Landlord's Work is being performed; and (iii) Tenant will not be entitled to any abatement of rent, however denominated) on account of the performance of Landlord's Work while Tenant is in occupancy of the Premises, Tenant hereby waiving any such rights. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or Project or with respect to the suitability of the same for the conduct of Tenant's business, and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and Project in its decision to enter into this Amendment and continue to let the Premises in an " As Is " condition. Tenant hereby waives subsection 1 of Section 1932 and Sections 1941 and 1942 of the Civil Code of California or any successor provision of law.
AS IS. CONDITION: This Contract is for the sale and purchase of the Real Estate in its “As Is” condition as of the Date of Offer. Buyer acknowledges that no representations, warranties or guarantees with respect to the condition of the Real Estate have been made by Seller or Seller’s Designated Agent other than those known defects, if any, disclosed by Seller. Buyer may conduct an inspection at Buyer’s expense. In that event, Seller shall make the Real Estate available to Buyer’s inspector at reasonable times. Buyer shall indemnify Seller and hold Seller harmless from and against any loss or damage caused by the acts of negligence of Buyer or any person performing any inspection. In the event the inspection reveals that the condition of the Real Estate is unacceptable to Buyer and Buyer so notifies Seller within five (5) Business Days after the Date of Acceptance, this Contract shall be null and void. Buyer’s notice SHALL NOT include a copy of the inspection report, and Buyer shall not be obligated to send the inspection report to Seller absent Seller’s written request for same. Failure of Buyer to notify Seller or to conduct said inspection operates as a waiver of Buyer’s right to terminate this Contract under this paragraph and this Contract shall remain in full force and effect