Common use of Independent Investigation; Waiver of Other Representations Clause in Contracts

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY AND PROSPECTS OF RIGS AND THE COMPANY, (ii) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS AND AN INVESTMENT IN THE COMPANY AND (iv) REGENCY HIG, RIGS AND THE COMPANY HAVE DELIVERED OR MADE AVAILABLE TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, SOUTHAMPTON; (ii) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY SOUTHAMPTON, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE SOUTHAMPTON PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS AND (iv) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSSECTION 3.17).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS THE CONTRIBUTED INTERESTS AND THE COMPANY, CONTRIBUTED COMPANIES; (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS THE CONTRIBUTED INTERESTS AND THE COMPANY CONTRIBUTED COMPANIES, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE HAMLET PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS AND THE CONTRIBUTED COMPANIES; (IV) THE HAMLET PLANT IS NOT AS OF THE EXECUTION DATE, AND WILL NOT AS OF THE CLOSING BE, SUBSTANTIALLY COMPLETE ; AND (ivV) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES, OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSSECTION 3.9).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS PURCHASER HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS THE ACQUIRED INTERESTS, THE ACQUIRED COMPANIES, AND THE COMPANYASSIGNED CONTRACTS, (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS THE ACQUIRED INTERESTS, THE ACQUIRED COMPANIES, AND THE COMPANY ASSIGNED CONTRACTS FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE LUCEDALE PLANT, THE PASCAGOULA TERMINAL, AND AN INVESTMENT IN THE COMPANY ACQUIRED INTERESTS, THE ACQUIRED COMPANIES, AND THE ASSIGNED CONTRACTS, (iv) REGENCY HIGNONE OF THE PASCAGOULA TERMINAL OR THE LUCEDALE PLANT HAS AS OF THE EXECUTION DATE, RIGS AND WILL NOT AS OF THE COMPANY HAVE DELIVERED CLOSING HAVE, ACHIEVED COMMERCIAL OPERATIONS, AND, (v) SELLER MAKES NO REPRESENTATION OR MADE AVAILABLE WARRANTY IN ANY PROVISION OF THIS AGREEMENT, THE DISCLOSURE SCHEDULES, OR OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSSECTION 3.12).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS EVA AND MERGER SUB HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS THE ACQUISITION I INTERESTS AND THE COMPANYACQUISITION I COMPANIES, (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS THE ACQUISITION I INTERESTS AND THE COMPANY ACQUISITION I COMPANIES FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREINTRANSACTION, (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS AND AN INVESTMENT IN THE COMPANY ACQUISITION I INTERESTS AND THE ACQUISITION I COMPANIES, AND, (iv) REGENCY HIG, RIGS AND THE COMPANY HAVE DELIVERED ACQUISITION I MAKES NO REPRESENTATION OR MADE AVAILABLE TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE WARRANTY IN ANY PROVISION OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND OR OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO CONSUMMATE THE TRANSACTIONSSECTION 3.9).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, XXXXXXX; (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS AND THE COMPANY XXXXXXX, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, HEREIN; (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE XXXXXXX PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS AND (iv) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY (A) IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO SECTION 3.18), OR (B) WITH RESPECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSRETAINED MATTERS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS EVA AND MERGER SUB HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS THE HOLDINGS INTERESTS AND THE COMPANYHOLDINGS’ COMPANIES, (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS THE HOLDINGS INTERESTS AND THE COMPANY HOLDINGS’ COMPANIES FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREINTRANSACTION, (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS AND AN INVESTMENT IN THE COMPANY HOLDINGS INTERESTS AND THE HOLDINGS’ COMPANIES, AND, (iv) REGENCY HIG, RIGS HOLDINGS AND THE COMPANY HAVE DELIVERED LIMITED PARTNERS MAKE NO REPRESENTATION OR MADE AVAILABLE WARRANTY IN ANY PROVISION OF THIS AGREEMENT, THE DISCLOSURE SCHEDULES, OR OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT SECTION 3.13) AND TO CONSUMMATE THE TRANSACTIONSIN ARTICLE IV (subject to section 4.8).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER HEREBY ACKNOWLEDGES THAT (iI) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, SOUTHAMPTON; (iiII) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY SOUTHAMPTON, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iiiIII) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE SOUTHAMPTON PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS; AND (ivIV) REGENCY HIG, RIGS AND THE COMPANY HAVE TRANSFEROR HAS DELIVERED OR MADE AVAILABLE TO THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER OR THEIR RESPECTIVE ADVISORS ALL INFORMATION WHICH THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSOTHER CONTRIBUTION DOCUMENTS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS THE CONTRIBUTED INTERESTS, THE CONTRIBUTED COMPANIES, AND THE COMPANYASSIGNED CONTRACTS, (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS THE CONTRIBUTED INTERESTS, THE CONTRIBUTED COMPANIES, AND THE COMPANY ASSIGNED CONTRACTS, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE GREENWOOD PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS, THE CONTRIBUTED COMPANIES, AND THE ASSIGNED CONTRACTS, AND (ivIV) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES, OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSSECTION 3.18).

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS INVESTOR HEREBY ACKNOWLEDGES THAT (iI) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY AND PROSPECTS OF RIGS AND THE COMPANYTRAFIGURA TERMINAL ENTITIES, (iiII) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY TRAFIGURA TERMINAL ENTITIES FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, (iiiIII) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE TRAFIGURA TERMINAL ENTITIES AND AN INVESTMENT IN THE COMPANY MEMBERSHIP INTERESTS AND (ivIV) REGENCY HIG, RIGS AND THE COMPANY HAVE TRAFIGURA HAS DELIVERED OR MADE AVAILABLE TO THE INVESTORS INVESTOR OR THEIR ITS ADVISORS ALL INFORMATION WHICH THE INVESTORS INVESTOR OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSOTHER TRANSACTION DOCUMENTS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, XXXXXXX; (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS AND THE COMPANY XXXXXXX, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE XXXXXXX PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS AND (iv) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY (A) IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO SECTION 3.18), OR (B) WITH RESPECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSRETAINED MATTERS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER HEREBY ACKNOWLEDGES THAT (iI) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, SOUTHAMPTON; (iiII) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY SOUTHAMPTON, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE CONTRIBUTION AGREEMENT OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iiiIII) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE SOUTHAMPTON PLANT, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS; AND (ivIV) REGENCY HIG, RIGS AND THE COMPANY HAVE TRANSFEROR HAS DELIVERED OR MADE AVAILABLE TO THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER OR THEIR RESPECTIVE ADVISORS ALL INFORMATION WHICH THE INVESTORS TRANSFEREE AND XXXXXXX MEMBER OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSOTHER CONTRIBUTION DOCUMENTS.

Independent Investigation; Waiver of Other Representations. (a) EACH a)EACH OF THE INVESTORS PARENT AND MERGER SUB HEREBY ACKNOWLEDGES THAT (iI) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETSASSETS AND PROPERTIES, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY AND PROSPECTS OF RIGS AND EACH OF THE COMPANY, (iiII) IT HAS BEEN PROVIDED ACCESS TO PERSONNEL, PROPERTIES, PREMISES AND RECORDS OF RIGS AND THE COMPANY (INCLUDING THE BOOKS AND RECORDS OF THE COMPANY) FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, (iiiIII) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE COMPANY AND AN INVESTMENT IN THE COMPANY AND (ivIV) REGENCY HIG, RIGS THE MEMBERS’ REPRESENTATIVE AND THE COMPANY HAVE DELIVERED OR MADE AVAILABLE TO THE INVESTORS PARENT AND MERGER SUB OR THEIR ITS ADVISORS ALL INFORMATION WHICH THE INVESTORS PARENT, MERGER SUB OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSTRANSACTION DOCUMENTS.

Independent Investigation; Waiver of Other Representations. (a) EACH OF THE INVESTORS TRANSFEREE HEREBY ACKNOWLEDGES THAT (i) IT HAS MADE ITS OWN INDEPENDENT EXAMINATION, INVESTIGATION, ANALYSIS ANALYSIS, AND EVALUATION OF THE BUSINESS, OPERATIONS, ASSETS, LIABILITIES, RESULTS OF OPERATIONS, FINANCIAL CONDITION, TECHNOLOGY TECHNOLOGY, AND PROSPECTS OF RIGS AND THE COMPANY, WILMINGTON; (ii) IT HAS BEEN PROVIDED OR GIVEN THE OPPORTUNITY TO ACCESS TO PERSONNEL, PROPERTIES, PREMISES PREMISES, AND RECORDS OF RIGS AND THE COMPANY WILMINGTON, FOR SUCH PURPOSE AND HAS RECEIVED AND REVIEWED SUCH INFORMATION AND HAS HAD A REASONABLE OPPORTUNITY TO ASK QUESTIONS OF AND RECEIVE ANSWERS RELATING TO SUCH MATTERS AS IT DEEMED NECESSARY OR APPROPRIATE TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED HEREIN, ; (iii) IT HAS SUCH KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND BUSINESS MATTERS THAT IT IS CAPABLE OF EVALUATING THE MERITS AND RISKS OF RIGS THE WILMINGTON TERMINAL, AND AN INVESTMENT IN THE COMPANY CONTRIBUTED INTERESTS AND (iv) REGENCY HIGTRANSFEROR MAKES NO REPRESENTATION OR WARRANTY (A) IN ANY PROVISION OF THIS AGREEMENT, RIGS AND THE COMPANY HAVE DELIVERED DISCLOSURE SCHEDULES OR MADE AVAILABLE OTHERWISE, OTHER THAN THOSE EXPRESSLY SET FORTH IN ARTICLE III (SUBJECT TO SECTION 3.18), OR (B) WITH RESPECT TO THE INVESTORS OR THEIR ADVISORS ALL INFORMATION WHICH THE INVESTORS OR SUCH ADVISORS HAVE REQUESTED FOR THE PURPOSE OF DECIDING WHETHER OR NOT TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONSRETAINED MATTERS.