Reliance on Own Investigation. The Investor has conducted its own independent review and analysis of the business, assets, condition, operations and prospects of the Company. In entering into this Agreement, the Investor has relied solely upon its own investigation and analysis, and the Investor acknowledges that, except for the representations and warranties of the Company expressly set forth in Article 2, none of the Company or its subsidiaries nor any of their respective representatives makes any representation or warranty, either express or implied, as to the accuracy or completeness of any of the information provided or made available to the Investor or any of its representatives. Without limiting the generality of the foregoing, none of the Company or its subsidiaries nor any of their respective representatives or any other person has made a representation or warranty to the Investor with respect to (a) projections, estimates or budgets for the Company or its subsidiaries or (b) except as expressly and specifically covered by a representation or warranty set forth in Article 2, any material, documents or information relating to the Company or its subsidiaries made available to the Investor or its representative in any “data room” (electronic or otherwise), confidential memorandum or otherwise.
Reliance on Own Investigation. Investor has performed a thorough independent due diligence review of Company, its business enterprise and operations. In connection with its due diligence review of Company, Investor has reviewed information relating to Company’s operations, facilities, finances, management, capitalizations, employees and other aspects of Company’s business enterprise. Notwithstanding anything contained in the Agreement to the contrary, in making an investment decision with respect to the Securities under the Agreement, Investor is relying entirely on its own investigation and examination of Company and its business and has not based any investment decision on statements from Company or any of its officers, directors, employees, agents or other representatives. Without limiting the generality of the foregoing, no representations or warranties with respect to income, profits or otherwise have been made to Investor by the Company or any of the Company’s officers or directors, and Investor understands that Investor is subscribing for the Shares without relying upon any representations or warranties. Investor has relied solely upon the advice of Investor’s own tax and legal advisors with respect to the tax and other legal aspects of Investor’s investment in the Shares. EXHIBIT B ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED, [______________________] (“Recipient”) hereby sells, assigns and transfers unto AuraSource, Inc., a Nevada corporation (the “Company”),_____________________ shares of Common Stock of the Company represented by Certificate No. _____ herewith and does hereby irrevocably constitute and appoint ______________________________ attorney to transfer the said stock on the books of the Company with full power of substitution in the premises. Dated: ________________ [______________________________] By: Its:
Reliance on Own Investigation. Without limiting the generality of any other provision contained in this Agreement, Buyer is, or will be prior to Closing, familiar with the Property and any improvements thereon and the Permitted Encumbrances, and has made such independent investigations as it deems necessary or appropriate concerning the ownership, use, sale, development and suitability for development of the Property, and the obligations and liabilities associated with the ownership, use, sale and development of the Property.
Reliance on Own Investigation. Except for express representations and warranties made by Seller in this Agreement, Purchaser is relying and shall rely solely upon its own investigation and inspection of the Property and the improvements thereon and upon the aid and advice of Purchaser's independent expert(s) in purchasing the Property, and shall take title to the Property without any warranty, express or implied, by Seller or any employee or agent of Seller.
Reliance on Own Investigation. The Purchaser has performed an independent due diligence review of the Company, its business enterprise and operations. In connection with its due diligence review of the Company, the Purchaser received and has reviewed the SEC Documents and all other documents and information that the Purchaser considers material and relevant to the purchase of the Shares hereunder. Notwithstanding anything contained in this Agreement to the contrary and notwithstanding the representations set forth elsewhere under Section 3 of this Agreement, in making an investment decision with respect to the Shares under this Agreement, the Purchaser is relying entirely on its own investigation and examination of the Company and its business and (other than the information in the SEC Documents) has not based any investment decision on statements from the Company or any of its officers, directors, employees, agents or other representatives.
Reliance on Own Investigation. Purchaser has performed an independent due diligence review of the Company, its business enterprise and operations. In connection with its due diligence review of the Company, Purchaser received and has reviewed the SEC Documents and all other documents and information that Purchaser considers material and relevant to the purchase of the Units hereunder. Notwithstanding anything contained in this Agreement to the contrary and notwithstanding the representations set forth elsewhere under Section 4 of this Agreement, in making an investment decision with respect to the Units under this Agreement, Purchaser is relying entirely on its own investigation and examination of the Company and its business and (other than the information in the SEC Documents) has not based any investment decision on statements from the Company or any of its officers, directors, employees, agents or other representatives.
Reliance on Own Investigation. Buyer has conducted its own independent review and analysis of the business, assets, condition, operations, and prospects of the Company. In entering into this Agreement, Xxxxx has relied solely upon its own investigation and analysis, and Xxxxx acknowledges that, except for the representations and warranties of the Company expressly set forth in Section 3, none of the Company or its Subsidiaries nor any of their respective representatives makes any representation or warranty, either express or implied, as to the accuracy or completeness of any of the information provided or made available to Buyer or any of its representatives. Without limiting the generality of the foregoing, none of the Company or its Subsidiaries nor any of their respective representatives or any other person has made a representation or warranty to Buyer with respect to (a) projections, estimates or budgets for the Company or its Subsidiaries or (b) except as expressly and specifically covered by a representation or warranty set forth in Article 3, any material, documents or information relating to the Company or its Subsidiaries made available to Buyer or its representatives.
Reliance on Own Investigation. Investor has performed a thorough independent due diligence review of Buyer, its business enterprise and operations. In connection with its due diligence review of Buyer, Investor has reviewed the SEC Documents, including (without limitation) information relating to the Buyer's operations, facilities, finances, management, employees and other aspects of the Buyer's business enterprise. Notwithstanding anything contained in this Agreement to the contrary and notwithstanding the representations set forth in the Agreement, in making an investment decision with respect to the Securities under the Agreement, Investor is relying entirely on its own investigation and examination of Buyer and its business and has not based any investment decision on statements from Buyer or any of its officers, directors, employees, agents or other representatives.
Reliance on Own Investigation. Investor has performed a thorough independent due diligence review of the Company, its business enterprise and operations. In connection with its due diligence review of the Company, Investor received and has reviewed documents and information relating to the Company's operations, facilities, finances, management, employees and other aspects of the Company's business enterprise, including (without limitation) the documents and information generally described on the List of Diligence Materials attached to this Agreement as EXHIBIT F (the "Diligence Materials") on behalf of the Company. The Diligence Materials were contained in twenty-one (21) individual binders and furnished to Investor at Investor's request. Notwithstanding anything contained in this Agreement to the contrary and notwithstanding the representations set forth under Section 6.6 of this Agreement, in purchasing the Shares and the Warrant Securities under this Agreement, Investor is relying entirely on its own investigation and review of the Company and its business and has not based any investment decision on statements from the Company or any of its officers, directors, employees, agents or other representatives except as set forth in the representations and warranties in this Agreement and the Voting Agreement (if any).
Reliance on Own Investigation. 11 5. Representations and Warranties of the Company...........................12 5.1 Organization; Good Standing; Qualification........................12 5.2 Authorization.....................................................12 5.3 Valid Issuance of Shares and Warrant Shares.......................12 5.4
