Common use of Independent Investigation; No Other Representations or Warranties Clause in Contracts

Independent Investigation; No Other Representations or Warranties. THE P66 PARTIES ACKNOWLEDGE THAT IN MAKING THE DECISION TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONS, THE P66 PARTIES HAVE RELIED SOLELY ON (I) THE BASIS OF THEIR OWN INDEPENDENT INVESTIGATION OF DCP LLC, THE DCP BUSINESS, GOH AND THE GOH BUSINESS, THEIR COMPONENTS AND THE RISKS RELATED THERETO AND (II) UPON THE EXPRESS WRITTEN REPRESENTATIONS, WARRANTIES AND COVENANTS IN THIS AGREEMENT. WITHOUT LIMITING THE FOREGOING, THE P66 PARTIES EXPRESSLY ACKNOWLEDGE THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN ARTICLE 5, NEITHER THE ENBRIDGE PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES NOR ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES, NOR ANY OTHER PERSON HAS MADE OR IS MAKING ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER, ORAL OR WRITTEN, EXPRESS OR IMPLIED, WITH RESPECT TO THE ENBRIDGE PARTIES, THEIR RESPECTIVE AFFILIATES, THEIR RESPECTIVE BUSINESSES, THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS, THIS AGREEMENT, THE OTHER TRANSACTION DOCUMENTS OR THE TRANSACTIONS. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN ARTICLE 6 AND ARTICLE 7, EACH OF THE P66 PARTIES DISCLAIMS, ON BEHALF OF ITSELF AND ITS RESPECTIVE AFFILIATES, (A) ANY OTHER REPRESENTATIONS OR WARRANTIES, WHETHER MADE BY THE P66 PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES, ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES OR ANY OTHER PERSON AND (B) ALL LIABILITIES AND RESPONSIBILITY FOR ANY OTHER REPRESENTATION, WARRANTY, OPINION, PROJECTION, FORECAST, ADVICE, STATEMENT OR INFORMATION MADE, COMMUNICATED OR FURNISHED (ORALLY OR IN WRITING) TO THE ENBRIDGE PARTIES OR THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES. NONE OF THE ENBRIDGE PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES, ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES NOR ANY OTHER PERSON HAS MADE OR IS MAKING ANY REPRESENTATIONS OR WARRANTIES TO THE P66 PARTIES OR ANY OTHER PERSON REGARDING THE PROBABLE SUCCESS OR PROFITABILITY OF THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS OR THE MERGED LLC (WHETHER BEFORE OR AFTER THE CLOSING), INCLUDING REGARDING THE POSSIBILITY OR LIKELIHOOD OF ANY ACTION, APPLICATION, CHALLENGE, CLAIM, PROCEEDING OR REVIEW, REGULATORY OR OTHERWISE, INCLUDING, IN EACH CASE, IN RESPECT OF RATES, OR ANY PARTICULAR RESULT OR OUTCOME THEREFROM, OR THE POSSIBILITY OR LIKELIHOOD OF THE OCCURRENCE OF ANY ENVIRONMENTAL CONDITION, RELEASE OR HAZARD, OR ANY MECHANICAL OR TECHNICAL ISSUE, PROBLEM, OR FAILURE, OR OF ANY INTERRUPTION IN SERVICE, OR OF ANY INCREASE, DECREASE OR PLATEAU IN THE VOLUME OF PRODUCT OR SERVICE, OR REVENUE DERIVED THEREFROM, OR OF THE POSSIBILITY, LIKELIHOOD OR POTENTIAL OUTCOME OF ANY COMPLAINTS, CONTROVERSIES OR DISPUTES WITH RESPECT TO EXISTING OR FUTURE CUSTOMERS OR SUPPLIERS, IN EACH CASE, RELATED TO ANY OF THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS OR THE MERGED LLC.

Independent Investigation; No Other Representations or Warranties. THE P66 ENBRIDGE PARTIES ACKNOWLEDGE THAT IN MAKING THE DECISION TO ENTER INTO THIS AGREEMENT AND TO CONSUMMATE THE TRANSACTIONS, THE P66 ENBRIDGE PARTIES HAVE RELIED SOLELY ON (I) THE BASIS OF THEIR OWN INDEPENDENT INVESTIGATION OF DCP LLC, THE DCP BUSINESS, GOH AND THE GOH BUSINESS, THEIR COMPONENTS AND THE RISKS RELATED THERETO AND (II) UPON THE EXPRESS WRITTEN REPRESENTATIONS, WARRANTIES AND COVENANTS IN THIS AGREEMENT. WITHOUT LIMITING THE FOREGOING, THE P66 ENBRIDGE PARTIES EXPRESSLY ACKNOWLEDGE THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN ARTICLE 56 AND ARTICLE 7, NEITHER THE ENBRIDGE P66 PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES NOR ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES, NOR ANY OTHER PERSON HAS MADE OR IS MAKING ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER, ORAL OR WRITTEN, EXPRESS OR IMPLIED, WITH RESPECT TO THE ENBRIDGE P66 PARTIES, THEIR RESPECTIVE AFFILIATES, THEIR RESPECTIVE BUSINESSES, THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS, THIS AGREEMENT, THE OTHER TRANSACTION DOCUMENTS OR THE TRANSACTIONS. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS ARTICLE 6 AND ARTICLE 75, EACH OF THE P66 ENBRIDGE PARTIES DISCLAIMS, ON BEHALF OF ITSELF AND ITS RESPECTIVE AFFILIATES, (A) ANY OTHER REPRESENTATIONS OR WARRANTIES, WHETHER MADE BY THE P66 ENBRIDGE PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES, ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES OR ANY OTHER PERSON AND (B) ALL LIABILITIES AND RESPONSIBILITY FOR ANY OTHER REPRESENTATION, WARRANTY, OPINION, PROJECTION, FORECAST, ADVICE, STATEMENT OR INFORMATION MADE, COMMUNICATED OR FURNISHED (ORALLY OR IN WRITING) TO THE ENBRIDGE P66 PARTIES OR THEIR RESPECTIVE AFFILIATES OR REPRESENTATIVES. NONE OF THE ENBRIDGE P66 PARTIES, ANY OF THEIR RESPECTIVE AFFILIATES, ANY OF THEIR RESPECTIVE STOCKHOLDERS, TRUSTEES, MEMBERS, FIDUCIARIES OR REPRESENTATIVES NOR ANY OTHER PERSON HAS MADE OR IS MAKING ANY REPRESENTATIONS OR WARRANTIES TO THE P66 ENBRIDGE PARTIES OR ANY OTHER PERSON REGARDING THE PROBABLE SUCCESS OR PROFITABILITY OF THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS OR THE MERGED LLC (WHETHER BEFORE OR AFTER THE CLOSING), INCLUDING REGARDING THE POSSIBILITY OR LIKELIHOOD OF ANY ACTION, APPLICATION, CHALLENGE, CLAIM, PROCEEDING OR REVIEW, REGULATORY OR OTHERWISE, INCLUDING, IN EACH CASE, IN RESPECT OF RATES, OR ANY PARTICULAR RESULT OR OUTCOME THEREFROM, OR THE POSSIBILITY OR LIKELIHOOD OF THE OCCURRENCE OF ANY ENVIRONMENTAL CONDITION, RELEASE OR HAZARD, OR ANY MECHANICAL OR TECHNICAL ISSUE, PROBLEM, OR FAILURE, OR OF ANY INTERRUPTION IN SERVICE, OR OF ANY INCREASE, DECREASE OR PLATEAU IN THE VOLUME OF PRODUCT OR SERVICE, OR REVENUE DERIVED THEREFROM, OR OF THE POSSIBILITY, LIKELIHOOD OR POTENTIAL OUTCOME OF ANY COMPLAINTS, CONTROVERSIES OR DISPUTES WITH RESPECT TO EXISTING OR FUTURE CUSTOMERS OR SUPPLIERS, IN EACH CASE, RELATED TO ANY OF THE GOH COMPANIES, THE GOH BUSINESS, THE DCP COMPANIES, THE DCP BUSINESS OR THE MERGED LLC.