Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (Ignyta, Inc.)
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser, but regardless of whether such obligations are memorialized herein or in another agreement between the Company and a Purchaser.
Appears in 2 contracts
Samples: Securities Purchase Agreement (COMMITTED CAPITAL ACQUISITION Corp), Securities Purchase Agreement (Lipocine Inc.)
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.
Appears in 1 contract
Samples: Securities Purchase Agreement (Great American Group, Inc.)
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each the Purchaser under any Transaction Document this Agreement are several and not joint with the obligations of any other Purchaserthird party purchaser of the Company’s securities, and no the Purchaser shall not be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Documentthird party purchaser of the Company’s securities. The decision of each the Purchaser to purchase Securities pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects third party purchaser of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinionsCompany’s securities. Nothing contained herein or in any other Transaction Documentagreement or document delivered at any closing, and no action taken by any the Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers and any third party purchaser of the Company’s securities as a partnership, an association, a joint venture or any other kind of entityentity or group, or create a presumption that the Purchasers Purchaser and any third party purchaser of the Company’s securities are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documentsthis Agreement. Each The Purchaser acknowledges that no other Purchaser third party purchaser of the Company’s securities has acted as agent for such the Purchaser in connection with making its investment hereunder and that no Purchaser third party purchaser of the Company’s securities will be acting as agent of such the Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each The Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction DocumentsAgreement, and it shall not be necessary for any other Purchaser third party purchaser of the Company’s securities to be joined as an additional party in any proceeding Proceeding for such purpose. The For clarification purposes only and without implication that the contrary would otherwise be true, the transactions contemplated by the Transaction Documents include only the transaction between the Company acknowledges that each and the Purchaser and do not include any other transaction between the Company and any other third party purchaser of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchasersecurities.
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities Shares pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding Proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities Shares purchased by such Purchaser.
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each the Purchaser under any Transaction Document this Agreement are several and not joint with the obligations of any other Purchaserthird party purchasers of the Company’s securities, and no the Purchaser shall not be responsible in any way for the performance of the obligations of any other third party purchasers of the Company’s securities. Each of the Purchaser under any Transaction Document. The and the Company agree and acknowledge that (i) the decision of each the Purchaser to purchase the Securities pursuant to the Transaction Documents this Agreement has been made by such the Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects third party purchasers of the Company which may Company’s securities and (ii) no other third party purchasers of the Company’s securities have been made acted as agent for the Purchaser in connection with the Purchaser making its investment hereunder and that no such other third party purchasers will be acting as agent of the Purchaser in connection with monitoring its investment hereunder or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of enforcing its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinionsrights under this Agreement. Nothing contained herein or in any other Transaction Documentdocument contemplated hereby or any agreement of any such other third party purchaser, and no action taken by any the Purchaser pursuant hereto or any other third party purchaser pursuant thereto, shall be deemed to constitute the Purchasers Purchaser or any such other third party purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers Purchaser or any such other third party purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documentsany matters. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each The Purchaser shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement or out of any of the other Transaction Documentsdocuments contemplated hereby, and it shall not be necessary for any such other Purchaser third party purchasers to be joined as an additional party in any proceeding for such purpose. The Company acknowledges To the extent that each any such other third party purchasers purchase the same or similar securities as the Purchaser hereunder or on the same or similar terms and conditions or pursuant to the same or similar documents, all such matters are solely in the control of the Purchasers has been provided with Company, not the same Transaction Documents action or decision of the Purchaser, and would be solely for the purpose convenience of closing a transaction with multiple Purchasers the Company and not because it was required or requested to do so by the Purchaser or any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the such other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaserthird party purchaser.
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser the Purchasers under any Transaction Document this Agreement are several and not joint with the obligations of any other Purchaserthird party purchasers of the Company’s securities, and no Purchaser the Purchasers shall not be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Documentthird party purchasers of the Company’s securities. The Each of the Purchasers and the Company agree and acknowledge that (i) the decision of each Purchaser the Purchasers to purchase the Securities pursuant to the Transaction Documents this Agreement has been made by such Purchaser the Purchasers independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects third party purchasers of the Company which may Company’s securities and (ii) no other third party purchasers of the Company’s securities have been made acted as agent for the Purchasers in connection with the Purchasers making their investment hereunder and that no such other third party purchasers will be acting as agent of the Purchasers in connection with monitoring its investment hereunder or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinionsenforcing their rights under this Agreement. Nothing contained herein or in any other Transaction Documentdocument contemplated hereby or any agreement of any such other third party purchaser, and no action taken by any Purchaser of the Purchasers pursuant hereto or any other third party purchaser pursuant thereto, shall be deemed to constitute the Purchasers or any such other third party purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers or any such other third party purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documentsany matters. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser The Purchasers shall be entitled to independently protect and enforce its their rights, including including, without limitation limitation, the rights arising out of this Agreement or out of any of the other Transaction Documentsdocuments contemplated hereby, and it shall not be necessary for any such other Purchaser third party purchasers to be joined as an additional party in any proceeding for such purpose. The Company acknowledges To the extent that each of any such other third party purchasers purchase the same or similar securities as the Purchasers has been provided with hereunder or on the same Transaction Documents for or similar terms and conditions or pursuant to the purpose of closing a transaction with multiple Purchasers and not because it was required same or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.similar documents, all
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities Shares pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding Proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.its
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities Shares and Warrants pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding Proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities Shares and Warrants purchased by such Purchaser.
Appears in 1 contract
Samples: Subscription Agreement (Innovate Biopharmaceuticals, Inc.)
Independent Nature of the Purchasers’ Obligations and Rights. The Company acknowledges that the obligations of each Purchaser all persons acquiring securities from the Company under any the Transaction Document Documents are several and not joint with the obligations of any other Purchaserthird party purchasers of the Company's securities, and no Purchaser they shall not be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Documentthird party purchasers of the Company's securities. The Holder and the Company agree and acknowledge that (i) the decision of each Purchaser the Holders to purchase Securities pursuant to the Transaction Documents enter into this Agreement has been made (and the decision of the Holders to purchase the Securities, if ever, will be made) by such Purchaser the Holder independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects third party purchasers of the Company which may Company's securities and (ii) no other third party purchasers of the Company's securities have been made or given by any other Purchaser or by any acted as agent or employee of any other Purchaser, and no Purchaser and for the Holder in connection with any of them making their investment hereunder and that no such other third party purchasers will be acting as agent of the Holder in connection with monitoring its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinionsinvestment hereunder. Nothing contained herein or in any other Transaction DocumentDocument or any agreement of any such other third party purchaser, and no action taken by any Purchaser the Holder pursuant hereto or any other third party purchaser pursuant thereto, shall be deemed to constitute the Purchasers Holders or any such other third party purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers Holders or any third party purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documentsany matters. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser The Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement or out of any of the other Transaction Documents, and it shall not be necessary for any such other Purchaser third party purchasers to be joined as an additional party in any proceeding for such purpose. The Company acknowledges To the extent that each any such other third party purchasers purchase the same or similar securities as a Holder hereunder or on the same or similar terms and conditions or pursuant to the same or similar documents, all such matters are solely in the control of the Purchasers has been provided with Company, not the same Transaction Documents action or decision of the Holder, and would be solely for the purpose convenience of closing a transaction with multiple Purchasers the Company and not because it was required or requested to do so by the Holder or any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the such other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaserthird party purchaser.
Appears in 1 contract
Samples: Securities Acquisition and Investor Rights Agreement (Medirect Latino Inc)
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each Purchaser under any Transaction Document are several and not joint with the obligations of any other Purchaser, and no Purchaser shall be responsible in any way for the performance of the obligations of any other Purchaser under any Transaction Document. The decision of each Purchaser to purchase Securities pursuant to the Transaction Documents has been made by such Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company which may have been made or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding Proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.
Appears in 1 contract
Independent Nature of the Purchasers’ Obligations and Rights. The obligations of each the Purchaser under any Transaction Document this Agreement are several and not joint with the obligations of any other Purchaser, Other Purchaser of the Company’s securities and no the Purchaser shall not be responsible in any way for the performance of the obligations of any other third party purchasers of the Company’s securities. Each of the Purchaser under any Transaction Document. The and the Company agree and acknowledge that (i) the decision of each the Purchaser to purchase the Securities pursuant to the Transaction Documents this Agreement has been made by such the Purchaser independently of any other Purchaser and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects Other Purchasers of the Company which may Company’s securities and (ii) no Other Purchasers of the Company’s securities have been made acted as agent for the Purchaser in connection with the Purchaser making its investment hereunder and that no such Other Purchaser will be acting as agent of the Purchaser in connection with monitoring its investment hereunder or given by any other Purchaser or by any agent or employee of any other Purchaser, and no Purchaser and any of enforcing its agents or employees shall have any liability to any other Purchaser (or any other Person) relating to or arising from any such information, materials, statement or opinionsrights under this Agreement. Nothing contained herein or in any other Transaction Documentdocument contemplated hereby or any agreement of any such Other Purchaser, and no action taken by any the Purchaser pursuant hereto or any Other Purchaser pursuant thereto, shall be deemed to constitute the Purchaser or any such Other Purchasers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Purchaser or any such Other Purchasers are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by the Transaction Documentsany matters. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each The Purchaser shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement or out of any of the other Transaction Documentsdocuments contemplated hereby, and it shall not be necessary for any other Purchaser such Other Purchasers to be joined as an additional party in any proceeding for such purpose. The Company acknowledges To the extent that each any such Other Purchasers purchase the same or similar securities as the Purchaser hereunder or on the same or similar terms and conditions or pursuant to the same or similar documents, all such matters are solely in the control of the Purchasers has been provided with Company, not the same Transaction Documents action or decision of the Purchaser, and would be solely for the purpose convenience of closing a transaction with multiple Purchasers the Company and not because it was required or requested to do so by the Purchaser or any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Other Purchaser.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Powerhouse Technologies Group Inc)
Independent Nature of the Purchasers’ Obligations and Rights. The For avoidance of doubt, the obligations of each the Purchaser under this Agreement, the other Transaction Documents and any Transaction Document other agreements delivered in connection herewith are several and not joint with the obligations of any other PurchaserOther Purchaser in connection with the Offering, and no the Purchaser shall not be responsible in any way for the performance of the obligations of any other Other Purchaser under any Transaction Documentin connection with the Offering. The decision of each the Purchaser to purchase Securities Shares pursuant to the Transaction Documents this Agreement has been made by such the Purchaser independently of any Other Purchaser or any other Purchaser investor and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company or any of its Subsidiaries which may have been made or given by any other Other Purchaser or investor or by any agent or employee of any other PurchaserOther Purchaser or investor, and no neither the Purchaser and nor any of its agents or employees shall have any liability to any other Other Purchaser or investor (or any other Personperson) relating to or arising from any such information, materials, statement statements or opinions. Nothing contained herein or in any other Transaction Document, and no action taken by any the Purchaser pursuant hereto or thereto, shall be deemed to constitute the Purchasers Purchaser as a partnership, an association, a joint venture venture, or any other kind of entity, or create a presumption that the Purchasers are Purchaser is in any way acting in concert or as a group with any Other Purchaser in connection with the Offering with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document or any Other Subscription Agreement. Except as specifically set forth herein, the Transaction Documents. Each Purchaser acknowledges that no other Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Purchaser in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction DocumentsAgreement, and it shall not be necessary for any other Purchaser party to be joined as an additional party in any proceeding for such purpose. The Company acknowledges that each of the Purchasers has been provided with the same Transaction Documents for the purpose of closing a transaction with multiple Purchasers and not because it was required or requested to do so by any Purchaser. The Company’s obligations to each Purchaser under this Agreement and the other Transaction Documents are identical to its obligations to each other Purchaser other than such differences resulting solely from the number of Securities purchased by such Purchaser.
Appears in 1 contract
Samples: Subscription Agreement (Lomond Therapeutics Holdings, Inc.)