Representations, Warranties, and Covenants by Buyer. Buyer hereby represents and warrants to Seller that:
Representations, Warranties, and Covenants by Buyer. 3.4 Buyer’s Reliance on Own Investigation; “AS-IS” Sale
Representations, Warranties, and Covenants by Buyer. Buyer hereby represents and warrants to Seller that: (a) Buyer is a limited liability company duly organized and validly existing under the laws of the State of Wisconsin. Buyer has the full legal power, authority, and right to execute, deliver, and perform its legal obligations under this Agreement, and Buyer's performance hereunder has been duly authorized by all requisite action on the part of Buyer, and no remaining action is required to make this Agreement binding on Buyer. (b) All documents and information relating to the Property which are disclosed to or obtained by Buyer during the term of this Agreement ("Property Information") shall be held by Buyer in strict confidence. Buyer shall not disclose Property Information to any third party except (a) to Buyer's investors and/or to its lenders, professional advisors, outside counsel, and employees ("Buyer Parties"), and if so disclosed, then only to the extent necessary to facilitate Buyer's evaluation of the condition of the Property or its financing of the same on a "need-to-know" basis; (b) a required disclosure to any governmental, administrative, or regulatory authority having or asserting jurisdiction over either Buyer, Seller, or the Property; or (c) to any person entitled to receive such information pursuant to a subpoena or other legal process. Notwithstanding the foregoing, Property Information shall not include the following: (i) information which has been or becomes generally available to the public other than as a result of a disclosure by Buyer in violation of this Agreement; or (ii) information which was available to Buyer on a non-confidential basis prior to its disclosure to Buyer by Seller. Buyer shall inform all Buyer Parties to whom it has disclosed Property Information of the confidential nature of the same, and Buyer shall be responsible in the event that such Buyer Parties fail to treat such Property Information confidentially. (c) Neither Buyer, nor any person or entity owning (directly or indirectly) a ten percent (10%) or greater ownership interest in Buyer: (i) is now or shall become, a person or entity with whom Seller is restricted from doing business with under regulations of the Office of Foreign Assets Control ("OFAC") of the Department of the Treasury (including, but not limited
Representations, Warranties, and Covenants by Buyer. Subject to the limitations set forth in the Section hereof entitled “Buyer Indemnity,”Buyer hereby represents and warrants to Seller that:
