ACKNOWLEDGMENTS BY PURCHASER Sample Clauses

ACKNOWLEDGMENTS BY PURCHASER. Purchaser acknowledges that:
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ACKNOWLEDGMENTS BY PURCHASER. The Purchaser acknowledges that the Purchaser does not rely and it is unreasonable for the Purchaser to rely on the skill or judgment of the Seller as to whether the goods supplied are reasonably fit for any purpose for which they are being acquired, and that the sale is not a sale of goods by description or sample.
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ACKNOWLEDGMENTS BY PURCHASER. The Purchaser specifically acknowledges and agrees that it has been provided with a copy of a letter from the New South Wales Department of Mineral Resources to the Vendor dated 4 June 2004 (“Letter”) indicating that all mining leases for coal are to be amended to include a condition requiring leaseholders to prepare a Subsidence Management Plan prior to commencing underground mining operations which would potentially lead to subsidence of the land surface, effective on and from 18 March 2004, as more fully described in the Letter. The Purchaser acknowledges and agrees that the Mining Tenements will be transferred to the Purchaser subject to the requirements set out in the Letter and the Purchaser will be responsible for complying with the requirements set out in the Letter.
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ACKNOWLEDGMENTS BY PURCHASER. The PURCHASER acknowledges that:
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ACKNOWLEDGMENTS BY PURCHASER. The Purchaser acknowledges and agrees that it has conducted its own independent review and analysis of the Acquired Companies and their respective business, assets, financial condition, results of operations and prospects. The Purchaser acknowledges that it is an informed and sophisticated purchaser, and has engaged expert advisors and representatives, experienced in the evaluation and purchase of companies, property and assets such as the Acquired Companies, and their businesses, properties and assets. The Purchaser acknowledges that it has relied solely upon its own investigation and the express representations and warranties set forth in this Agreement and the Ancillary Agreements.
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ACKNOWLEDGMENTS BY PURCHASER. (a) Purchaser acknowledges that the representations and warranties contained in Article IV (as modified by the Disclosure Schedules) and the express representations and warranties contained in the other Transaction Documents are the only representations and warranties made by Seller with respect to the Seller Group, the Business, the Transferred Assets and the Transferred Liabilities and none of Seller, any Subsidiaries or Affiliates of Seller nor any other Person makes any other express, implied or statutory representation or warranty with respect to the Seller Group, the Business, the Transferred Assets, the Transferred Liabilities or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, enforceability or non-infringement, including as to (a) the physical condition or usefulness for a particular purpose of the real or tangible personal property included in the Transferred Assets, (b) the use of the Transferred Assets and the operation of the Business by Purchaser after the Closing in any manner other than as used and operated by Seller or its Subsidiaries, or (c) the probable or potential success or profitability of the ownership, use or operation of the Business by Purchaser after the Closing. Purchaser is not relying and has not relied on any representations or warranties whatsoever regarding the subject matter of this Agreement, express or implied, except for the representations and warranties in Article IV (as modified by the disclosure schedules) and the express representations and warranties contained in the other Transaction Documents.
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ACKNOWLEDGMENTS BY PURCHASER. 3.1 Delivery of Due Diligence Items. Purchaser acknowledges that Seller has previously delivered the following:
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Related to ACKNOWLEDGMENTS BY PURCHASER

  • Representations by Seller For the purpose of inducing Buyer to enter into this Agreement and to consummate the sale and purchase of the Property in accordance herewith, Seller makes the following representations and warranties to Buyer as of the date hereof and as of the Closing Date:

  • Representations by Buyer Buyer represents and warrants to, and covenants with, Seller as follows:

  • ACKNOWLEDGMENTS BY THE EXECUTIVE The Executive acknowledges that (a) prior to and during the Employment Period and as a part of his employment, the Executive has been and will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) because the Executive possesses substantial technical expertise and skill with respect to the Employer’s business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Acknowledgments by the Employee The Employee acknowledges that (a) during the Employment Period and as a part of his employment, the Employee will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) since the Employee possesses substantial expertise and skill with respect to the Employer's business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; (d) the Compensation provided to Employee hereunder constitutes good and sufficient consideration for the Employee's agreements and covenants in this Section 7; and (e) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Acknowledgments by Executive Executive acknowledges and agrees that: (a) the services to be performed by Executive under this Agreement are of a special, unique, unusual, extraordinary, and intellectual character; (b) the Company competes with other businesses that are or could be located in any part of the United States; and (c) the provisions of this Section 19 are reasonable and necessary to protect the Company’s business and lawful protectable interests, and do not impair Executive’s ability to earn a living.

  • Representations by Purchasers; Resale by Purchasers (a) Each Purchaser severally represents and warrants to the Company that it is an "accredited investor" within the meaning of Regulation D under the Securities Act.

  • Acknowledgments/Time to Consider Employee acknowledges and agrees that (a) Employee has read and understands the terms of this Separation Agreement; (b) Employee has been advised in writing to consult with an attorney before executing this Separation Agreement; (c) Employee has obtained and considered such legal counsel as Employee deems necessary; (d) Employee has been given twenty-one (21) days to consider whether or not to enter into this Separation Agreement (although Employee may elect not to use the full 21-day period at Employee’s option); and (e) by signing this Separation Agreement, Employee acknowledges that Employee does so freely, knowingly, and voluntarily.

  • Deliveries by Purchaser At the Closing, Purchaser shall deliver to Seller the following:

  • Acknowledgments and Stipulations Each Borrower acknowledges and stipulates that the Loan Agreement and the other Loan Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by each Borrower); the security interests and liens granted by each Borrower in favor of Agent are duly perfected, first priority security interests and liens.

  • Acknowledgments and Agreements (a) The Borrower acknowledges that on the date hereof all Obligations are payable without defense, offset, counterclaim or recoupment.

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