Acknowledgements. Each Guarantor hereby acknowledges that: (i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party; (ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and (iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 201 contracts
Samples: Securities Purchase Agreement (Inpixon), Subsidiary Guarantee (Dih Holding Us, Inc.), Subsidiary Guarantee (Bionano Genomics, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Loan Documents to which it is a party;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersAdministrative Agent and the Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 16 contracts
Samples: Cross Guarantee Agreement, Guarantee Agreement (Constellation Brands, Inc.), Cross Guarantee Agreement (Constellation Brands, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsCredit Document, and the relationship between any or all of the Guarantors, on the one hand, and the PurchasersAdministrative Agent and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Credit Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 16 contracts
Samples: Credit Agreement (Central European Media Enterprises LTD), Credit Agreement (Central European Media Enterprises LTD), Credit Agreement (Central European Media Enterprises LTD)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Loan Documents to which it is a party;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersAdministrative Agent and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 13 contracts
Samples: Guarantee Agreement (Tenneco Inc), Credit Agreement (Tenneco Inc), Guarantee Agreement (Kadant Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it It has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers The Secured Parties have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersSecured Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no No joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersSecured Parties.
Appears in 10 contracts
Samples: Subsidiary Guarantee (Cardax, Inc.), Subsidiary Guarantee (Dthera Sciences), Subsidiary Guarantee (Helix TCS, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or fiduciary duty to any such Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsCredit Document, and the relationship between any or all of the Guarantors, on the one hand, and the PurchasersAdministrative Agent and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Credit Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 10 contracts
Samples: Credit Agreement (Time Warner Cable Inc.), Credit Agreement (Time Warner Cable Inc.), Credit Agreement (Time Warner Cable Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Secured Parties have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersSecured Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersSecured Parties.
Appears in 8 contracts
Samples: Subsidiary Guarantee (LiveXLive Media, Inc.), Subsidiary Guarantee (LiveXLive Media, Inc.), Subsidiary Guarantee (JRjr33, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Loan Documents to which it is a party;
(iib) the Purchasers have Lender as such has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLender as such, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lender or among the Guarantors and the PurchasersLender.
Appears in 8 contracts
Samples: Guaranty Agreement (Afp Imaging Corp), Guaranty Agreement (Aftersoft Group), Guaranty Agreement (Ucn Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Purchaser has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 6 contracts
Samples: Subsidiary Guarantee (NightFood Holdings, Inc.), Corporate Guarantee (White River Energy Corp.), Corporate Guarantee (White River Energy Corp.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Purchaser has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 5 contracts
Samples: Subsidiary Guarantee (Snap Interactive, Inc), Subsidiary Guarantee (Viral Genetics Inc /De/), Subsidiary Guarantee (NXT Nutritionals Holdings, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyAgreement;
(iib) neither the Purchasers have no Subordinated Guarantee Agent nor any Credit Party has any fiduciary relationship with or duty to any Guarantor or any other Person arising out of or in connection with this Guarantee Agreement or any of the other Transaction DocumentsLoan Document, and the relationship between the Guarantors, on the one hand, and the PurchasersSubordinated Guarantee Agent and Credit Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the any other Transaction Documents Loan Document or otherwise exists by virtue of the transactions contemplated hereby among the Credit Parties or among the Guarantors and the PurchasersCredit Parties.
Appears in 5 contracts
Samples: Loan Agreement (Dex Media, Inc.), Credit Agreement (Dex Media, Inc.), Loan Agreement (Supermedia Inc.)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyAgreement;
(iib) neither the Purchasers have no Indenture Trustee nor any Obligor has any fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersIndenture Trustee and Obligors, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Obligors or among the Guarantor and the PurchasersObligors.
Appears in 5 contracts
Samples: Guarantee and Security Agreement (DigitalBridge Group, Inc.), Guarantee and Security Agreement, Guarantee and Security Agreement (Landmark Infrastructure Partners LP)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 5 contracts
Samples: Guaranty (Eastside Distilling, Inc.), Guaranty (Giga Tronics Inc), Guaranty (BitNile Metaverse, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Purchaser have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 5 contracts
Samples: Subsidiary Guarantee (Xenetic Biosciences, Inc.), Subsidiary Guarantee (Directview Holdings Inc), Subsidiary and Affiliate Guarantee (Inform Worldwide Holdings Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Loan Documents to which it is a party;
(iib) the Purchasers have no Credit Party has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersCredit Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Credit Parties or among the Guarantors and the PurchasersCredit Parties.
Appears in 4 contracts
Samples: Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.), Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.), Term Loan Agreement (MPT Operating Partnership, L.P.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no Purchaser has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 4 contracts
Samples: Subsidiary Guarantee (Fathom Holdings Inc.), Subsidiary Guarantee (Fathom Holdings Inc.), Subsidiary Guarantee (Dyadic International Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) i. it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) . the Purchasers Purchaser have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) . no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 4 contracts
Samples: Subsidiary Guarantee (POSITIVEID Corp), Subsidiary Guarantee (POSITIVEID Corp), Subsidiary Guarantee (POSITIVEID Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Lender have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLender, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLender.
Appears in 4 contracts
Samples: Subsidiary Guarantee (Pipeline Data Inc), Subsidiary and Affiliate Guarantee (Actiga Corp), Subsidiary Guarantee (Sonoma College Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyLoan Documents;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any such Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Loan Documents, and the relationship between the GuarantorsAdministrative Agent and the Lenders, on the one hand, and the Purchasers, Guarantors on the other hand, in connection herewith or therewith is solely that of debtor creditor and creditordebtor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 3 contracts
Samples: Subsidiaries Guarantee (Sybron International Corp), Subsidiaries Guarantee (Sybron International Corp), Subsidiaries Guarantee (Sybron International Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among between the Guarantors Guarantor and the Purchasers.
Appears in 3 contracts
Samples: Subsidiary Guarantee (LOCAL Corp), Subsidiary Guarantee (Adamis Pharmaceuticals Corp), Subsidiary Guarantee (Axis Technologies Group Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Lender has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLender, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLender.
Appears in 3 contracts
Samples: Subsidiary Guarantee (Universal Property Development & Acquisition Corp), Subsidiary Guarantee (Universal Property Development & Acquisition Corp), Subsidiary Guarantee (Heartland Oil & Gas Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Lender has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLender, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLender.
Appears in 2 contracts
Samples: Guaranty Agreement (Universal Property Development & Acquisition Corp), Guaranty Agreement (Universal Property Development & Acquisition Corp)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(i) i. it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents Agreements to which it is a party;
(ii) . the Purchasers have Purchaser has no fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsAgreements, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) . no joint venture is created hereby or by the other Transaction Documents Agreements or otherwise exists by virtue of the transactions contemplated hereby and thereby among the Guarantors Guarantor and the PurchasersPurchaser.
Appears in 2 contracts
Samples: Purchase Agreement (Polymet Mining Corp), Parent Guarantee (Polymet Mining Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it It has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents (as defined in the Purchase Agreement) to which it is a party;
(ii) the Purchasers The Secured Parties have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersSecured Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no No joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersSecured Parties.
Appears in 2 contracts
Samples: Subsidiary Guarantee Agreement, Subsidiary Guarantee (Black Cactus Global, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Subscribers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersSubscribers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersSubscribers.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Oxford Media, Inc.), Subsidiary Guarantee (Oxford Media, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Note Documents to which it is a party;
(ii) the Purchasers Note Holders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Note Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersNote Holders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Note Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersNote Holders.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Scilex Holding Co), Subsidiary Guarantee (Oramed Pharmaceuticals Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Purchaser have no fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among between the Guarantors Guarantor and the PurchasersPurchaser.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Adamis Pharmaceuticals Corp), Subsidiary Guarantee (International Stem Cell CORP)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents Security Agreement to which it is a party;
(ii) the Purchasers Holders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsSecurity Agreement, and the relationship between the Guarantors, on the one hand, and the PurchasersHolders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents Security Agreement or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersHolders.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Aduromed Industries, Inc.), Subsidiary Guarantee (Unity Wireless Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) i. it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) . the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasersany Purchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) . no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and Guarantors, the Purchasers.
Appears in 2 contracts
Samples: Securities Purchase Agreement (TNL Mediagene), Securities Purchase Agreement (Blue Ocean Acquisition Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasersany Purchaser.
Appears in 2 contracts
Samples: Subsidiary Guarantee (ICP Solar Technologies Inc.), Subsidiary Guarantee (ICP Solar Technologies Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in received a copy of the negotiation, execution Credit Agreement and delivery of this Guarantee has reviewed and understands the other Transaction Documents to which it is a partysame;
(iib) neither the Purchasers have no Administrative Agent nor any other Secured Party has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersAdministrative Agent and the other Secured Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby or thereby among the Secured Parties or among the Guarantors and the PurchasersSecured Parties.
Appears in 2 contracts
Samples: Guaranty Agreement (National Instruments Corp), Subsidiary Guaranty Agreement (Supreme Industries Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 2 contracts
Samples: Guaranty Agreement (Youngevity International, Inc.), Guaranty Agreement (Youngevity International, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Collateral Agent and the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersCollateral Agent or any Purchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guarantors, the Collateral Agent and the Purchasers.
Appears in 2 contracts
Samples: Subsidiary Guarantee (NRX Pharmaceuticals, Inc.), Subsidiary Guarantee (Ensysce Biosciences, Inc.)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have has no fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guarantor and the Purchasers.
Appears in 2 contracts
Samples: Guarantee (Marshall Holdings International, Inc.), Guarantee (Marshall Holdings International, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(iib) the Purchasers Lenders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLenders.
Appears in 1 contract
Samples: Parent Guarantee (VCG Holding Corp)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Purchaser has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Credit Documents to which it is a party;
(iib) none of the Purchasers have no Agents nor Lenders has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Credit Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersAgents and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Credit Documents or otherwise exists by virtue of the transactions contemplated hereby among Agents, among the Agents and/or the Lenders, or among the Guarantors and the PurchasersAgents and/or the Lenders.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Loan Documents to which it is a party;
(ii) the Purchasers have no Guaranteed Party has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersGuaranteed Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guaranteed Parties or among the Guarantors and the PurchasersGuaranteed Parties.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Lenders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLenders.
Appears in 1 contract
Samples: Subsidiary Guarantee (Metalink LTD)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Purchaser has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guarantor and the PurchasersPurchaser.
Appears in 1 contract
Acknowledgements. Each The Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents Agreement to which it is a party;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Loan Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersAdministrative Agent and the Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guarantor and the PurchasersLenders.
Appears in 1 contract
Samples: Guaranty Agreement (American Railcar Industries, Inc./De)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Holders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersHolders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersHolders.
Appears in 1 contract
Samples: Subsidiary Guarantee (Access Integrated Technologies Inc)
Acknowledgements. Each The Company and each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Documents to which it is a party;
(iib) the Purchasers have Secured Party has no fiduciary relationship with or duty to the Company or any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Documents, and the relationship between the Company and the Guarantors, on the one hand, and the PurchasersSecured Party, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Company or the Guarantors and the PurchasersSecured Party.
Appears in 1 contract
Samples: Guarantee and Security Agreement (HC Innovations, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
: (i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
; (ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
and (iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(iib) the Purchasers have Collateral Agent as such has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersCollateral Agent as such, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Collateral Agent or among the Guarantors and the PurchasersCollateral Agent.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers Holders have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersHolders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersHolders.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Samples: Subsidiary Guarantee (Wifimed Holdings Company, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Vendor have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersVendor, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersVendor.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Samples: Limited Guaranty Agreement (Youngevity International, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) : it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) ; the Purchasers Purchaser have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersPurchaser, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) and no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersPurchaser.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have Buyer has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersBuyer, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersBuyer.
Appears in 1 contract
Samples: Subsidiary Guarantee (Zerify, Inc.)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agent nor any Lender has any fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsCredit Document, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersAdministrative Agent and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Credit Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Lenders or among the Guarantor and the PurchasersLenders.
Appears in 1 contract
Samples: Credit Agreement (Time Warner Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
and (iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Samples: Subsidiary Guarantee (Knobias, Inc.)
Acknowledgements. Each The Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agent nor any other Guaranteed Party has any fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Loan Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersAdministrative Agent and the Guaranteed Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guaranteed Parties or among the Guarantor and the Purchasers.Guaranteed Parties. 11 11
Appears in 1 contract
Samples: Guarantee (Cole National Corp /De/)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Loan Documents to which it is a party;
(iib) the Purchasers have no neither Agent nor any Lender has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Agreement or any of the other Transaction Loan Documents, and the relationship between the Guarantors, on the one hand, and Agent and the PurchasersLenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Lenders or among the Guarantors and the PurchasersLenders.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
: (i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
; (ii) the Purchasers have Lender has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersLender, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
and (iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersLender.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:: ----------------
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Acknowledgements. Each The Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agent nor any other Guaranteed Party has any fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Loan Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersAdministrative Agent and the Guaranteed Parties, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Loan Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guaranteed Parties or among the Guarantor and the PurchasersGuaranteed Parties.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Secured Parties have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasersany Secured Party, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersSecured Parties.
Appears in 1 contract
Acknowledgements. Each The Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any the Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the GuarantorsGuarantor, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Guarantor and the Purchasers.
Appears in 1 contract
Acknowledgements. Each The Seller and the Guarantor each hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Documents to which it is a partyDocuments;
(iib) the Purchasers have no fiduciary relationship with or duty to any Guarantor the Seller arising out of or in connection with this Guarantee Agreement or any of the other Transaction Documents, and the relationship between the GuarantorsPurchasers, on the one hand, and the PurchasersSeller and Guarantor, on the other hand, in connection herewith or therewith therewith, is solely that of debtor creditor and creditordebtor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among between the Guarantors Purchaser and the PurchasersSeller.
Appears in 1 contract
Samples: Trade Receivables Purchase Agreement (Aegean Marine Petroleum Network Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers Investors have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersInvestors, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersInvestors.
Appears in 1 contract
Samples: Subsidiary Guarantee (Chile Mining Technologies Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(iib) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Samples: Subsidiary Guarantee (Viragen Inc)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(ii) the Purchasers have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the Purchasers, on the other hand, in connection herewith or therewith is solely that of debtor guarantor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the Purchasers.
Appears in 1 contract
Samples: Non Recourse Subsidiary Guarantee (Rodman & Renshaw Capital Group, Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:: ----------------
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a party;
(iib) the Purchasers have Investor has no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersInvestor, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersInvestor.
Appears in 1 contract
Acknowledgements. Each Guarantor hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee and the other Transaction Documents to which it is a partyGuarantee;
(iib) neither the Purchasers have no Administrative Agents, the Paying Agent nor any Lender has any fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee or any of the other Transaction DocumentsCredit Document, and the relationship between the GuarantorsGuarantor, on the one hand, and the PurchasersAdministrative Agents, the Paying Agent and Lenders, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iiic) no joint venture is created hereby or by the other Transaction Credit Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors Lenders or among the Guarantor and the PurchasersLenders.
Appears in 1 contract
Samples: Guarantee (Aol Time Warner Inc)
Acknowledgements. Each The Seller and the Guarantor each hereby acknowledges that:
(ia) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Agreement and the other Transaction Documents to which it is a partyDocuments;
(iib) the Purchasers have Purchaser has no fiduciary relationship with or duty to any Guarantor the Seller arising out of or in connection with this Guarantee Agreement or any of the other Transaction Documents, and the relationship between the GuarantorsPurchaser, on the one hand, and the PurchasersSeller and Guarantor, on the other hand, in connection herewith or therewith therewith, is solely that of debtor creditor and creditordebtor; and
(iiic) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among between the Guarantors Purchaser and the PurchasersSeller.
Appears in 1 contract
Samples: Trade Receivables Purchase Agreement (Aegean Marine Petroleum Network Inc.)
Acknowledgements. Each Guarantor hereby acknowledges that:
(i) it has been advised by counsel in the negotiation, execution and delivery of this Guarantee Guaranty and the other Transaction Documents to which it is a party;
(ii) the Purchasers Investors have no fiduciary relationship with or duty to any Guarantor arising out of or in connection with this Guarantee Guaranty or any of the other Transaction Documents, and the relationship between the Guarantors, on the one hand, and the PurchasersInvestors, on the other hand, in connection herewith or therewith is solely that of debtor and creditor; and
(iii) no joint venture is created hereby or by the other Transaction Documents or otherwise exists by virtue of the transactions contemplated hereby among the Guarantors and the PurchasersInvestors.
Appears in 1 contract
Samples: Guaranty (Cyber App Solutions Corp.)