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

Acknowledgment Regarding Investor’s Purchase of Securities. The Company acknowledges and agrees that each of the Investors, in their capacity as such, is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents and the transactions contemplated hereby and thereby. The Company further acknowledges that no Investor, in its capacity as such, is acting as a financial advisor or fiduciary of the Company with respect to this Agreement and the transactions contemplated hereby and any advice given by any Investor (other than Excluded Investors) or any of their respective representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investors’ purchase of the Securities. The Company further represents to each Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 2 contracts

Samples: Securities Purchase Agreement (dELiAs, Inc.), Securities Purchase Agreement (dELiAs, Inc.)

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Acknowledgment Regarding Investor’s Purchase of Securities. The Based upon the assumption that the transactions contemplated by this Agreement are consummated in all material respects in conformity with this Agreement, the Company acknowledges and agrees that each of the Investors, in their capacity as such, Investor is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents this Agreement and the transactions contemplated hereby and therebyhereby. The Company further acknowledges that no Investor, in its capacity as such, the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any advice given by any the Investor (other than Excluded Investors) or any of their respective its representatives or agents in connection with the Transaction Documents this Agreement and the transactions contemplated hereby and thereby is merely incidental to the Investors’ Investor’s purchase of the Securities. The Company further represents to each the Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Acknowledgment Regarding Investor’s Purchase of Securities. The Based upon the assumption that the transactions contemplated by this Agreement are consummated in all material respects in conformity with this Agreement, the Company acknowledges and agrees that each of the Investors, in their capacity as such, Investors is acting solely in the capacity of an arm’s 's length purchaser with respect to the Transaction Documents this Agreement and the transactions contemplated hereby and therebyhereby. The Company further acknowledges that no Investor, in its capacity as such, Investor is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any advice given by any Investor (other than Excluded Investors) or any of their respective representatives or agents in connection with the Transaction Documents this Agreement and the transactions contemplated hereby and thereby is merely incidental to the Investors’ purchase of the SecuritiesShares. The Company further represents to each Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pioneer Power Solutions, Inc.)

Acknowledgment Regarding Investor’s Purchase of Securities. The Based upon the assumption that the transactions contemplated by this Agreement are consummated in all material respects in conformity with this Agreement, the Company acknowledges and agrees that each of the Investors, in their capacity as such, Investors is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents this Agreement and the transactions contemplated hereby and therebyhereby. The Company further acknowledges that no Investor, in its capacity as such, Investor is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any advice given by any Investor (other than Excluded Investors) or any of their respective representatives or agents in connection with the Transaction Documents this Agreement and the transactions contemplated hereby and thereby is merely incidental to the Investors’ purchase of the SecuritiesCommon Shares. The Company further represents to each Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 1 contract

Samples: Securities Purchase Agreement (Combinatorx, Inc)

Acknowledgment Regarding Investor’s Purchase of Securities. The Based upon the assumption that the transactions contemplated by this Agreement are consummated in all material respects in conformity with this Agreement, the Company acknowledges and agrees that each of the Investors, in their capacity as such, Investors is acting solely in the capacity of an arm’s 's length purchaser with respect to the Transaction Documents this Agreement and the transactions contemplated hereby and therebyhereby. The Company further acknowledges that no Investor, in its capacity as such, Investor is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any advice given by any Investor (other than Excluded Investors) or any of their respective representatives or agents in connection with the Transaction Documents this Agreement and the transactions contemplated hereby and thereby is merely incidental to the Investors' purchase of the SecuritiesShares. The Company further represents to each Investor that the Company’s 's decision to enter into this Agreement has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 1 contract

Samples: Stock Purchase Agreement (Conceptus Inc)

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Acknowledgment Regarding Investor’s Purchase of Securities. The Company acknowledges and agrees that each of the Investors, in their capacity as such, Investor is acting solely in the capacity of an arm’s length purchaser 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. The Company further acknowledges that the Investor 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. The Company further acknowledges that no Investor, in its capacity as such, is acting as a financial advisor or fiduciary of the Company with respect to this Agreement and the transactions contemplated hereby and any advice given by any the Investor (other than Excluded Investors) or any of their respective its representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investors’ purchase Investor’s acceptance of the SecuritiesExchanged Warrant. The Company further represents to each the Investor that the Company’s decision to enter into this Agreement the Transaction Documents has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 1 contract

Samples: Exchange and Amendment Agreement (Advaxis, Inc.)

Acknowledgment Regarding Investor’s Purchase of Securities. The Company acknowledges and agrees that each of the Investors, in their capacity as such, Investor is acting solely in the capacity of an arm’s length purchaser 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. The Company further acknowledges that the Investor 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. The Company further acknowledges that no Investor, in its capacity as such, is acting as a financial advisor or fiduciary of the Company with respect to this Agreement and the transactions contemplated hereby and any advice given by any the Investor (other than Excluded Investors) or any of their respective his representatives or agents in connection with the Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investors’ purchase Investor’s acceptance of the Exchange Securities. The Company further represents to each the Investor that the Company’s decision to enter into this Agreement the Transaction Documents has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its advisors and representatives.

Appears in 1 contract

Samples: Exchange Agreement (Rennova Health, Inc.)

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