Other Partners. (a) Seller has delivered to Buyer a true and complete copy of each agreement entered into since December 31, 1996, with respect to any acquisitions by Seller or any Partner of any equity interest in Seller. Prior to entering into each such agreement, the selling party in such agreement (i) received a true and complete disclosure of all of the material terms of this Agreement and the transactions contemplated by the parties hereto, (ii) had the opportunity to discuss such transactions with his or her independent attorneys, accountants, investment and financial advisors, (iii) was furnished or provided access to all relevant information regarding the financial condition and prospects of Seller and to such additional information as the selling party or his or her advisors requested, (iv) was provided the opportunity to discuss Seller's business, management and financial affairs, and all documents affecting Seller generally, with Seller's management and (v) acknowledged in each such agreement the truth and accuracy of the statements set forth in subsections (i) through (iv). Each such agreement is in full force and effect and has not been modified, waived or amended. (b) Each Partner (other than the Signing Partners) has executed an agreement containing all material provisions of Exhibit 5.30 and delivered the same to Buyer and SFX. Each such agreement (i) has been duly executed and delivered by such Partner and (ii) constitutes the valid and binding obligations of such Partner, enforceable in accordance with its terms.
Appears in 2 contracts
Sources: Asset Purchase Agreement (SFX Entertainment Inc), Asset Purchase and Sale Agreement (SFX Entertainment Inc)