Informed Seller. (a) Such Seller (i) has such knowledge and experience in financial and business matters as to be capable of evaluating the merits, risks and suitability of the transactions contemplated by this Agreement, (ii) has evaluated the merits and risks of the transactions contemplated by this Agreement based exclusively on its own independent review and consultations with such investment, legal, tax, accounting and other advisors as it deemed necessary, and has made its own decision concerning the transactions contemplated by this Agreement without reliance on any representation or warranty of, or advice from, Purchaser, and (iii) upon the Closing, such Seller will be consummating the transactions contemplated by this Agreement with full understanding of the terms, conditions and risks and willingly assumes those terms, conditions and risks. (b) Such Seller has access to public filings of the Partnership with the U.S. Securities and Exchange Commission (the “SEC”) and has reviewed publicly available information regarding the Partnership that it and its financial, legal and other advisors deem necessary in connection with such Seller’s decision to enter into this Agreement and, upon the Closing, consummate the transactions contemplated by this Agreement. Such Seller has not requested any information or advice with respect to such Seller’s Subject Units from Purchaser, its Affiliates (including, without limitation, the Partnership), or any of its or their respective Representatives, and no such information or advice is necessary or desired.
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Samples: Unit Purchase Agreement (Equitrans Midstream Corp), Unit Purchase Agreement (Equitrans Midstream Corp)
Informed Seller. (a) Such The Adviser, on behalf of such Seller (i) has such knowledge and experience in financial and business matters as to be capable of evaluating the merits, risks and suitability of the transactions contemplated by this Agreement, (ii) has evaluated the merits and risks of the transactions contemplated by this Agreement based exclusively on its own independent review and consultations with such investment, legal, tax, accounting and other advisors as it deemed necessary, and has made its own decision concerning the transactions contemplated by this Agreement without reliance on any representation or warranty of, or advice from, Purchaser, and (iii) upon the Closing, the Adviser, on behalf of such Seller Seller, will be consummating the transactions contemplated by this Agreement with full understanding of the terms, conditions and risks and willingly assumes those terms, conditions and risks.
(b) Such Seller The Adviser, on behalf of such Seller, has access to public filings of the Partnership with the U.S. Securities and Exchange Commission (the “SEC”) and has reviewed other publicly available information regarding the Partnership Partnership, and such other information that it and its financial, legal and other advisors deem necessary in connection with the Adviser’s decision, on behalf of such Seller’s decision , to enter into this Agreement and, upon the Closing, consummate the transactions contemplated by this Agreement. Such Seller The Adviser, on behalf of such Seller, has not requested any information or advice with respect to such Seller’s Subject Units from Purchaser, its Affiliates (including, without limitation, the Partnership), or any of its or their respective Representatives, and no such information or advice is necessary or desired.
Appears in 2 contracts
Samples: Unit Purchase Agreement (Equitrans Midstream Corp), Unit Purchase Agreement (Equitrans Midstream Corp)
Informed Seller. (a) Such Seller has (i) has such knowledge and experience in financial and business matters as to be capable of evaluating the merits, risks and suitability of the transactions contemplated by this Agreement, Agreement and (ii) has evaluated the merits and risks of the transactions contemplated by this Agreement based exclusively on its own independent review and consultations with such investment, legal, taxTax (as defined below), accounting and other advisors as it deemed necessary, and has made its own decision concerning the transactions contemplated by this Agreement without reliance on any representation or warranty of, or advice from, Purchaser, and (iii) upon the Company. Upon each Closing, such Seller will be consummating the transactions contemplated by this Agreement with full understanding of the terms, conditions and risks and willingly assumes those terms, conditions and risks.
(b) Such Seller has access to public received and carefully reviewed filings of the Partnership Company with the U.S. Securities and Exchange Commission (the “SEC”) and has reviewed ), other publicly available information regarding the Partnership Company, and such other information that it and its financial, legal and other advisors deem necessary in connection with such Seller’s decision to enter into this Agreement and, upon the each Closing, consummate the transactions contemplated by this Agreement. Such Seller has not requested any advice or other information or advice with respect to such Seller’s the Subject Units Shares from Purchaserthe Company, its Affiliates (including, without limitation, the Partnershipas defined below), or any of its or their respective RepresentativesRepresentatives (as defined below), and no such information or advice is necessary or desired.
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