Common use of Condition of the Purchased Assets Clause in Contracts

Condition of the Purchased Assets. The Purchaser acknowledges that the Receiver is selling and the Purchaser is purchasing the Purchased Assets on an “as is, where is” basis and “without recourse” to the Receiver and as the Purchased Assets shall exist on the Closing Date, including, without limitation, whatever defects, conditions, impediments, hazardous materials or deficiencies exist on the Closing Date, whether patent or latent. The Purchaser further acknowledges and agrees that it has entered into this Purchase Agreement on the basis that neither the Receiver nor the Debtor has guaranteed or will guarantee title to or marketability, use or quality of the Purchased Assets, that the Purchaser has conducted such inspections of the condition and title to the Purchased Assets as it deems appropriate and has satisfied itself with regard to these matters. No representation, warranty or condition is expressed or can be implied as to title, encumbrance, description, fitness for purpose, existence, environmental compliance under Environmental Laws, merchantability, condition or quality, including whether the Purchased Assets contain any Hazardous Substances, or in respect of any other matter or thing whatsoever concerning the Purchased Assets, or the right of the Receiver to sell, assign, convey or transfer same, save and except as expressly provided in this Purchase Agreement. Without limiting the generality of the foregoing, any and all conditions, warranties or representations expressed or implied pursuant to the Sale of Goods Act, R.S.O. 1990, c. S.1, do not apply hereto and/or have been waived by the Purchaser. The description of the Purchased Assets contained in this Purchase Agreement is for the purpose of identification only and no representation, warranty or condition has or will be given by the Receiver concerning the accuracy of such description.

Condition of the Purchased Assets. The Purchaser acknowledges that the Receiver Proposal Trustee is selling and the Purchaser is purchasing the Purchased Assets on an “as is, where is” basis and “without recourse” to the Receiver and basis as the Purchased Assets shall exist on the Closing Date, including, without limitation, whatever defects, conditions, impediments, hazardous materials or deficiencies exist on the Closing Date, whether patent or latent. The Purchaser further acknowledges and agrees that it has entered into this Purchase Agreement on the basis that neither the Receiver Proposal Trustee nor the Debtor has guaranteed or will guarantee title to or marketability, use or quality of the Purchased Assets, that the Purchaser has conducted such inspections of the condition and title to the Purchased Assets as it deems appropriate and has satisfied itself with regard to these matters. No representation, warranty or condition is expressed or can be implied as to title, encumbrance, description, fitness for purpose, existence, environmental compliance under Environmental Lawscompliance, merchantability, condition or quality, including whether the Purchased Assets contain any Hazardous Substances, or in respect of any other matter or thing whatsoever concerning the Purchased Assets, or the right of the Receiver Proposal Trustee to sell, assign, convey or transfer same, save and except as expressly provided in this Purchase Agreement. Without limiting the generality of the foregoing, any and all conditions, warranties or representations expressed or implied pursuant to the Sale of Goods Act, R.S.O. 1990, c. S.1, do not apply hereto and/or have been waived by the Purchaser. The description of the Purchased Assets contained in this Purchase Agreement is for the purpose of identification only and no representation, warranty or condition has or will be given by the Receiver Proposal Trustee concerning the accuracy of such description.