✨ Agreement for Sale and Purchase of Power Stations
(a) it has the power to, and it has obtained all consents, authorisations or dispensations required for it to enter into, execute and perform its obligations under this Agreement; and
(b) it has made its own independent enquiry and investigations in relation to the Power Stations and Assets and has entered into this Agreement in reliance on its own judgment and has not relied upon any statements in respect of the transaction contemplated by this Agreement made to it by or on behalf of the Vendor or by any other person for whom the Vendor is or may be responsible or by whom the Vendor is or may be bound, except as expressly set out in this Agreement.
16.2 Warranties: In consideration of the Purchaser entering into this Agreement, the Vendor:
(a) gives the Warranties to the Purchaser at the date of execution of this Agreement by the Purchaser; and
(b) agrees that each of the Warranties shall be deemed to be given again by the Vendor on the Settlement Date,
except in each case for any Warranties specified in Schedule 4 to apply at any other time, in which case those Warranties shall be given at the time so stated.
16.3 Qualifications: The Warranties are given subject to:
(a) any exception or qualification fairly disclosed in any formal disclosure letter given by or on behalf of the Vendor to the Purchaser before execution of this Agreement by the Purchaser;
(b) any matter expressly provided for under the terms of this Agreement;
(c) any matter, circumstance or information fairly disclosed by or on behalf of the Vendor in writing or in electronic form to the Purchaser, or its advisers, during its due diligence investigation of the Power Stations and/or the Assets; and
(d) any matter or thing done or omitted to be done in accordance with any provision of this Agreement or at the request, or with the prior approval, of the Purchaser.
16.4 Indemnity by Vendor: Without limiting any rights or remedies of the Purchaser, the Vendor indemnifies the Purchaser against:
(a) all losses, damages, costs and expenses suffered or incurred by the Purchaser; and
(b) all claims or demands made against the Purchaser,
arising out of any breach or non-fulfillment of any of the Warranties or any of the obligations of the Vendor under this Agreement.
16.5 Restrictions on claims: The Purchaser has no claim against the Vendor in respect of the Warranties or under clause 8.4 or section 9 if and to the extent that:
(a) the claim arises from a matter recorded or disclosed in the register kept by Land Information New Zealand or the Personal Property Securities Register or in any Court register searchable by the public;
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NZ Gazette 2011, No 93
✨ LLM interpretation of page content
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Agreement for Sale and Purchase of Power Stations
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🌾 Primary Industries & ResourcesAgreement, Sale, Purchase, Power Stations, Warranties, Indemnity, Legal Provisions