Investigation and Evaluation. Execution of this Agreement shall constitute the Buyer's representation that the Buyer has requested and been provided with the opportunity to review and examine originals or copies of such documents of or relating to the Business and the Transferred Assets and the transactions contemplated by this Agreement as the Buyer has deemed necessary or desirable to evaluate the merits of purchasing the Transferred Assets and assuming the Assumed Liabilities and the Buyer has made its determination to do so solely based upon its own analysis. The Buyer understands and agrees that the Seller makes and has made no representations in connection with the purchase and transfer by the Buyer of the Transferred Assets and Assumed Liabilities other than those expressly contained herein, which have been relied upon by the Buyer in entering into this Agreement.
Investigation and Evaluation. Under the Restoration Agreement and the Klamath Basin Water Supply Enhancement Act, Reclamation will continue to evaluate opportunities to increase storage opportunities in the Upper Klamath Basin. Opportunities for increased storage could include on-stream, off-stream, or groundwater storage. Reclamation has completed the Klamath Basin Water Supply Investigation alternatives report and will continue, in coordination with the Parties, to evaluate opportunities with the potential to improve surface water supply conditions in the Upper Klamath Basin.
Investigation and Evaluation. Buyer acknowledges and agrees that (a) Buyer is fully capable of evaluating the adequacy and accuracy of the information and material obtained by Buyer in the course of such investigations, and (b) Buyer has not relied on Seller or Parent with respect to any matter in connection with Buyer’s evaluation of the Contemplated Business, the Purchased Assets, and the Assumed Liabilities, other than the representations and warranties of Seller specifically set forth in Section 4.
Investigation and Evaluation. Purchaser and Parent acknowledge that (a) they are experienced in the operation of the type of business conducted by the Company, and (b) they and their directors, officers, attorneys, accountants and advisors have been given a full opportunity to examine the books, records and other information with respect to the Company and ask questions of the Company.
Investigation and Evaluation. The Buyer acknowledges that (a) the Buyer and its directors, officers, attorneys, accountants, and advisors have been given the opportunity to examine to the full extent deemed necessary and desirable by the Buyer all books, records, and other information with respect to each Target Company and its business, assets, and liabilities, and (b) the Buyer has taken full responsibility for determining the scope of its investigations of each Target Company and its business, assets, and liabilities, and for the manner in which such investigations have been conducted, and has examined each Target Company and its business, assets, and liabilities to the Buyer’s full satisfaction. No investigation made heretofore by the Buyer or its agents shall in any way limit or affect the representations, warranties, covenants and indemnities of the Company and the Sellers hereunder.
Investigation and Evaluation. The Purchasers acknowledge that: (a) the Purchasers are experienced in the operation of the type of business conducted by Xxxxx, (b) the Purchasers and their directors, officers, employees, attorneys, accountants and advisors have been given the opportunity to examine to the full extent deemed necessary and desirable by the Purchasers all books, records and other information with respect to the Business, the Assets and the Assumed Liabilities, (c) the Purchasers have taken full responsibility for determining the scope of their investigations of the Business, the Assets and the Assumed Liabilities, and for the manner in which such investigations have been conducted, and have examined the Business, the Assets and the Assumed Liabilities to the Purchasers' full satisfaction, (d) the Purchasers are fully capable of evaluating the adequacy and accuracy of the information and material obtained by the Purchasers in the course of such investigations, (e) the Purchasers have not relied on the Sellers with respect to any matter in connection with the Purchasers' evaluation of the Business, the Assets and the Assumed Liabilities, other than the representations and warranties of the Sellers specifically set forth in Article 3 hereof, and (f) the Sellers are making no representations or warranties, express or implied, of any nature whatever with respect to the Business, the Assets or the Assumed Liabilities, other than the representations and warranties of the Sellers specifically set forth in Article 3 hereof.
Investigation and Evaluation. From the date of this Agreement until the Closing Date, the Sellers (and, in the case of TLG Nevada, Xxxxxx) shall, and shall cause the Acquired Companies and the Acquired Subsidiaries to (a) during reasonable hours and under reasonable circumstances, give the Buyer Parties and their employees, accountants and other Representatives access to all premises, properties, books, records, financial information, Contracts, documents, employees, personnel, agents or other Representatives of the Acquired Companies and the Acquired Subsidiaries, (b) furnish to the Buyer Parties and their Representatives such financial, operating, marketing, employee, legal, regulatory and environmental related data and other information relating to the Acquiring Companies and the Acquired Subsidiaries as the Buyer Parties reasonably may request, and (c) promptly following the request thereof by the Buyer Parties, seek to arrange such meetings and telephone conferences with employees or other Representatives of the Acquired Companies and the Acquired Subsidiaries; provided, that such meetings and telephone conferences shall be conducted in a manner that would not be expected to adversely interfere with the operations or business relationships of the Acquired Companies or the Seller Parties with such Persons. Without the prior written consent of the Sellers, none of the Buyer Parties or any of their respective Subsidiaries, Representatives or Affiliates may contact any vendor, suppliers, contractors or customers of the Acquired Companies or the Acquired Subsidiaries in connection with this Transaction (for the avoidance of doubt, the Buyer Parties and their respective Subsidiaries, Representatives and Affiliates may continue to contact such vendors, suppliers, contractors and customers in the ordinary course of business and consistent with past practice). The Seller Parties shall, and shall cause the Acquired Companies and the Acquired Subsidiaries to, fully cooperate with the conduct of due diligence by the Buyer Parties and their Representatives.
Investigation and Evaluation. Buyer acknowledges that: (i) ---------------------------- Buyer is experienced in the operation of the type of businesses conducted by the Company and each Subsidiary; (ii) Buyer and its directors, officers, employees, attorneys, accountants and advisors have been given the opportunity to examine to the full extent deemed necessary and desirable by Buyer all books, records and other information with respect to the Company and each Subsidiary; (iii) Buyer has taken full responsibility for determining the scope of its investigations of the Company and each Subsidiary and for the manner in which such investigations have been conducted, and has examined the Company and each Subsidiary to Buyer's full satisfaction; (iv) Buyer is fully capable of evaluating the adequacy and accuracy of the information and material obtained by Buyer in the course of such investigations; (v) Buyer has not relied on Seller with respect to any matter in connection with Buyer's evaluation of the Company and each Subsidiary, other than the representations and warranties of Seller specifically set forth in Articles IV and V hereof and the Disclosure Statement referred to therein; and (vi) Seller is making no representations or warranties, express or implied, of any nature whatever with respect to the Company or any Subsidiary, other than the representations and warranties of Seller specifically set forth in Articles IV and V hereof.
Investigation and Evaluation. Buyer acknowledges that (i) Buyer is experienced in the operation of the type of business conducted by Seller, (ii) Buyer and its directors, officers, attorneys, accountants and advisors have been given the opportunity to examine to the full extent deemed necessary and desirable by Buyer all books, records and other information with respect to the Acquired Assets, (iii) Buyer has taken full responsibility for determining the scope of its investigations of the Acquired Assets, (iv) Buyer is fully capable of evaluating the adequacy and accuracy of the information obtained by Buyer in the course of such investigations; and (v) Buyer has not relied on Seller with respect to any matter in connection with Buyer’s evaluation of the Acquired Assets or the Contemplated Transactions other than the representations and warranties of Seller specifically set forth in Article 3.
Investigation and Evaluation. The Buyer acknowledges that (a) the Buyer is experienced in the operation of the type of business conducted by the Company, the Management Subsidiary, the Master Partnership and the Operating Partnerships, (b) the Buyer and its directors, officers, attorneys, accountants and advisors have been given the opportunity to examine to the full extent deemed necessary by the Buyer all books, records and other information with respect to the Company, the Management Subsidiary, the Master Partnership and the Operating Partnerships, (c) the Buyer has taken full responsibility for determining the scope of its investigations of the Company, the Management Subsidiary, the Master Partnership and the Operating Partnerships, and for the manner in which such investigations have been conducted, and has examined the Company, the Management Subsidiary, the Master Partnership and the Operating Partnerships to the Buyer's full satisfaction, (d) the Buyer is fully capable of evaluating the adequacy and accuracy of the information and material obtained by the Buyer in the course of such investigations, (e) the Buyer has not relied on the Shareholder with respect to any matter in connection with the Buyer's evaluation of the Company, the Management Subsidiary, the Master Partnership and the Operating Partnerships, other than the representations and warranties specifically set forth in Article 3, and (f) the Shareholder is making no representations or warranties, express or implied, of any nature whatever with respect to the Company, the
