Common use of Acknowledgment Regarding Holder’s Purchase of Securities Clause in Contracts

Acknowledgment Regarding Holder’s Purchase of Securities. The Company acknowledges and agrees that the Holder is acting solely in the capacity of arm’s length Holder with respect to this Agreement and the other documents entered into in connection herewith (collectively, the “Transaction Documents”) and the transactions contemplated hereby and thereby and that the Holder is not (i) an officer or director of the Company, (ii) an “affiliate” of the Company (as defined in Rule 144 promulgated under the Securities Act), or (iii) to the knowledge of the Company, a “beneficial owner” of more than 10% of the shares of Common Stock (as defined for purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amended). The Company further acknowledges that the Holder is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated hereby and thereby, and any advice given by the Holder or any of its representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Holder’s acceptance of the Exchange Securities. The Company further represents to the Holder that the Company’s decision to enter into the Transaction Documents has been based solely on the independent evaluation by the Company and its representatives.

Acknowledgment Regarding Holder’s Purchase of Securities. The Company acknowledges and agrees that the Holder is acting solely in the capacity of arm’s length Holder with respect to this Agreement, the Purchase Agreement and the other documents entered into in connection herewith and therewith (collectively, the “Transaction Documents”) and the transactions contemplated hereby and thereby and that the Holder is not (i) an officer or director of the Company, (ii) an “affiliate” of the Company (as defined in Rule 144 promulgated under the Securities Act), or (iii) to the knowledge of the Company, a “beneficial owner” of more than 10% of the shares of Common Stock (as defined for purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amended). The Company further acknowledges that the Holder is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated hereby and thereby, and any advice given by the Holder or any of its representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Holder’s delivery of the Written Consent and the acceptance of the Exchange SecuritiesWarrants. The Company further represents to the Holder that the Company’s decision to enter into the Transaction Documents this Agreement has been based solely on the independent evaluation by the Company and its representatives.

Acknowledgment Regarding Holder’s Purchase of Securities. The Company Partnership acknowledges and agrees that the each Holder is acting solely in the capacity of an arm’s 's length Holder purchaser with respect to this Agreement and the other documents entered into in connection herewith (collectively, the “Transaction Documents”) Documents and the transactions contemplated hereby and thereby and that the no Holder is not (i) an officer or director of the CompanyPartnership or any of its Partnership Subsidiaries, (ii) an “"affiliate” " of the Company Partnership or any of its Partnership Subsidiaries (as defined in Rule 144 promulgated under the Securities Act), 144) or (iii) to the knowledge of the CompanyPartnership, a “"beneficial owner” " of more than 10% of the shares of Common Stock Units (as defined for purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amendedamended (the "1934 Act")). The Company Partnership further acknowledges that the no Holder is not acting as a financial advisor or fiduciary of the Company Partnership or any of its Partnership Subsidiaries (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated hereby and thereby, and any advice given by the a Holder or any of its representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the such Holder’s acceptance 's purchase of the Exchange SecuritiesSecurities issued by the Partnership. The Company Partnership further represents to the each Holder that the Company’s Partnership's decision to enter into the Transaction Documents has been based solely on the independent evaluation by the Company Partnership and its representatives.