Due Diligence Complete Sample Clauses
The 'Due Diligence Complete' clause establishes that a party has finished its investigation and review of relevant information or materials related to a transaction or agreement. In practice, this means the party has had the opportunity to examine financial records, legal documents, or other pertinent data, and is satisfied with the findings before proceeding. This clause serves to confirm that the party is entering into the agreement with full knowledge, thereby reducing the risk of later disputes over undisclosed issues or claims of insufficient information.
Due Diligence Complete. State Street hereby acknowledges that with respect to any Service Module dated as of the date of this Agreement:
(a) The BTC Recipients have delivered or made available to State Street information and documents State Street has deemed necessary, including information and documents requested by State Street, for State Street to understand fully its obligations under the Service Modules; and
(b) State Street’s due diligence is complete and there will be no changes to the Service Modules related in any way to State Street’s performance or non-performance of its due diligence.
Due Diligence Complete. Provider hereby acknowledges that as of the Effective Date:
(a) The BFA Recipients have delivered or made available to Provider information and documents Provider has deemed necessary, including information and documents requested by Provider, for Provider to understand fully its obligations under this Agreement; and Master Services Agreement CONFIDENTIAL
(b) Provider’s due diligence is complete and there will be no changes to this Agreement related in any way to Provider’s performance or non-performance of its due diligence.
Due Diligence Complete. Each of Heartland and CS Wireless shall have completed their business and legal due diligence investigation of the assets to be transferred under Section 4, the results of which shall be reasonably acceptable to the party performing such investigation.
Due Diligence Complete. Provider hereby acknowledges that as of the Effective Date:
(a) The Lending Funds have delivered or made available to Provider information and documents Provider has deemed necessary, including information and documents requested by Provider, for Provider to understand fully its obligations under this Agreement; and
(b) Provider’s due diligence is complete and there will be no changes to this Agreement related in any way to Provider’s performance or non-performance of its due diligence.
Due Diligence Complete. Nuprim Shareholders shall have provided any and all follow-up items of documentations to the satisfaction of Motif, so as to allow Motif to complete its due diligence review of Nuprim and the Iclaprim Assets.
Due Diligence Complete. Provider hereby acknowledges that Company (and, if applicable, the Company Entities) has delivered or shall make available to Provider information and documents as may be necessary to provide Services under this Agreement, including any additional information and documents requested by Provider, for Provider to perform its obligations under the Agreement (the “Due Diligence Documents”). Except as stated under Article 19, Provider shall not be relieved of any of its obligations under the Agreement, and Provider shall not be entitled to request increases to the Fees or adjustments to the Service Levels (as defined in Exhibit 2), as a result of or relating to (a) Provider’s failure to to review the Due Diligence Documents furnished by Company; or (b) Provider’s failure to request any information or documents from Company, in its reasonable prudence as a service provider, which should have been known to the Provider. Additionally, there shall not be any increases to the Fees or adjustments to the Service Levels, as a result of or relating to any inaccuracies, errors, or omissions contained in the Due Diligence Documents unless Company willfully or negligently provides Provider with incomplete or inaccurate information; provided that if such inaccuracies, errors or omissions require Changes that result in material additional costs to Service Provider, such Changes shall be addressed through the Change Control Process.
Due Diligence Complete. 42 4.7 Fees...............................................................................................42 Article V PRE-CLOSING COVENANTS......................................................................................43 5.1
Due Diligence Complete. Provider hereby acknowledges and agrees that it has reviewed the Commission’s requirements set forth in this Agreement, reviewed the Applicable Requirements, and has completed all due diligence it deems necessary to perform the Services in conformance with the terms of this Agreement (including any Applicable Requirements). Provider hereby acknowledges that Provider has obtained, through the Commission or otherwise, all information and documents that Provider deems necessary for Provider to negotiate the terms and conditions of this Agreement and to enter into and perform its obligations under this Agreement in accordance with its terms (collectively, the “Due Diligence Information”). Provider shall not be relieved of any of its obligations under this Agreement nor shall the Payments, Services or Service Levels, or any other terms and conditions of this Agreement be adjusted, as a result of: (a) Provider’s failure to review the Due Diligence Information; (b) any inaccuracies, errors, or omissions contained in the Due Diligence Information; and/or
Due Diligence Complete. Parent and Buyer have been given a proper and adequate opportunity to conduct, and have conducted, a full, thorough and exhaustive due diligence examination of the Business, the Facility, the Purchased Assets and the Assumed Liabilities.
Due Diligence Complete. Before the Agent has any obligation to make any Loan to the Borrowers, the Borrowers shall have provided to the Agent copies of its constituent organizational documents, evidence of its continued legal existence, evidence of its compliance with the representations, warranties and covenants contained in this Credit Agreement, with opinions as to the due authorization, execution and delivery and enforceability of the Loan Documents with respect to such Borrowers, and such other information as the Agent may reasonably require of such Borrowers.