Disclosure and Investigation Clause Samples
The Disclosure and Investigation clause establishes the parties' obligations to share relevant information and permit inquiries related to the agreement. Typically, this clause requires one or both parties to provide documents, records, or other data necessary for due diligence or to verify compliance with contractual terms. It may also grant rights to inspect facilities or interview personnel. Its core function is to promote transparency and trust between the parties, reducing the risk of misunderstandings or undisclosed issues that could affect the agreement.
Disclosure and Investigation. No representation or warranty of Parent or Merger Sub set forth in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading.
Disclosure and Investigation. No representation or warranty of the Company set forth in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading.
Disclosure and Investigation. No representation or warranty of Purchaser set forth in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading.
Disclosure and Investigation. 35 ARTICLE 5
Disclosure and Investigation. No representation or warranty of Vista contained in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading. The Responsible Officers, individually or collectively, of Vista have conducted, or have caused the respective officers, employees, representatives, or agents of Vista, the General Partner and Vista Sub to conduct, such investigations and inquiries that they reasonably believe most likely to confirm the truth and accuracy of each of the representations and warranties contained in this Section. 3.3
Disclosure and Investigation. No representation or warranty of ---------------------------- Classic set forth in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading.
Disclosure and Investigation. No representation or warranty of Midland contained in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading. The Responsible Officers, individually or collectively, of Midland and its Subsidiaries have conducted, or have caused the respective officers, employees, representatives, or agents of Midland and its Subsidiaries to conduct, such investigations and inquiries that they reasonably believe most likely to confirm the truth and accuracy of each of the representations and warranties contained in this Section. (hh)
Disclosure and Investigation. Buyer has had an opportunity to ask questions of and receive answers from the Company and Seller concerning the terms and conditions of this Agreement and to obtain any additional information relating to the Business of the Company. Buyer has conducted such investigation of the Company as it has deemed necessary in order to make an informed decision concerning the transactions contemplated hereby. Buyer has received the documents, records, reports and other materials identified in this Agreement and the schedules delivered herewith. Buyer has not relied upon any oral information or statement by Seller or the Company or their representatives. Buyer has no outstanding questions remaining or other pending requests relating to its due diligence investigation of the Company.
Disclosure and Investigation. No representation or warranty of Prize set forth in this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained herein not misleading.
Disclosure and Investigation. No representation or warranty by the Company contained in this Agreement, and no statement contained in any documents (including, without limitation, the Disclosure Schedule, the Company Financial Statements referenced in Section 3.5, the financial statements of the Company to be delivered to Parent pursuant to Section 5.12 and the closing documents delivered pursuant to Section 6), list, certificate or other instrument furnished or to be furnished by or on behalf of the Company to Parent or Parent's Representatives in connection with the transactions contemplated hereby contains or will contain any untrue statement of a material fact or omits or will omit to state any material fact necessary, in light of the circumstances under which it was or will be made, in order to make the statements herein or therein not misleading in order to fully and fairly provide the information required to be provided in any such document, list, certificate or other instrument.