Legal Counsel, etc. Seller consulted with its own legal counsel and independent accountants to the extent it deems necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated hereby, Seller is not participating in such transactions in reliance on any representations of any other party, their affiliates, or their counsel with respect to tax, accounting and regulatory matters.
Legal Counsel, etc. The Purchaser consulted with its own legal counsel and independent accountants to the extent it deems necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated hereby, the Purchaser is not participating in such transactions in reliance on any representations of any other party, their affiliates, or their counsel with respect to tax, accounting, regulatory or any other matters.
Legal Counsel, etc. The Issuer has consulted with its own legal counsel and independent accountants to the extent it has deemed necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated by this Agreement and the other Basic Documents, and the Issuer is not participating in such transactions in reliance on any representations of the Note Purchaser or its Affiliates, or its counsel, with respect to tax, accounting, regulatory or any other matters.
Legal Counsel, etc. The Issuer has consulted with its own legal counsel and independent accountants to the extent it has deemed necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated by this Agreement and the other Basic Documents, and the Issuer is not participating in such transactions in reliance on any representations of the Class A Note Purchaser or its Affiliates, or its counsel, with respect to tax, accounting, regulatory or any other matters.
Legal Counsel, etc. The Borrower has consulted with its own legal counsel and independent accountants to the extent it has deemed necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated by this Agreement and the other Loan Documents, and the Borrower is not participating in such transactions in reliance on any representations of a Lender or its Affiliates or counsel, with respect to tax, accounting, regulatory or any other matters, other than the representations and warranties of the Lenders set forth in Section 5.03.
Legal Counsel, etc. CPS has consulted with its own legal counsel and Independent Accountants to the extent it has deemed necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated by this Agreement and the other Loan Documents, and CPS is not participating in such transactions in reliance on any representations of a Lender or its Affiliates or counsel, with respect to tax, accounting, regulatory or any other matters, other than the representations and warranties of the Lenders set forth in Section 5.03.
Legal Counsel, etc. Each of Parent and Subsidiary has consulted with its own legal counsel and independent accountants to the extent it deems necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated here, and neither Parent nor Subsidiary is participating in such transactions in reliance on any representations of Faxxxx Xae, the Underwriter, or their counsel with respect to tax, accounting or regulatory matters (other than the fairness opinion delivered pursuant to Section 4.1.9 hereof).
Legal Counsel, etc. The Servicer consulted with its own legal counsel and Independent Accountants to the extent it deems necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated hereby, the Servicer is not participating in such transactions in reliance on any representations of any other party, their affiliates, or their counsel with respect to tax, accounting and regulatory matters.
Legal Counsel, etc. (a) Each Stockholder represents and warrants that he/she has been afforded a reasonable opportunity to review this Agreement, to understand its terms, and to discuss it with an attorney of his/her choice, and that he/she knowingly and voluntarily enters into this Agreement. Each Stockholder acknowledges that Xxxxx Xxxxxx and Company LLC and Xxxxxx Xxxxxxx & Xxxx LLP have served as advisors to Mattress Firm only and that the Stockholders and their advisors relied exclusively on information provided by Elite and the Stockholders and on the advice of their own advisors and not on Xxxxx Xxxxxx and Company LLC, Xxxxxx Xxxxxxx & Xxxx LLP or Mattress Firm.
(b) To the extent any Stockholder has not engaged separate legal counsel to represent him or her in connection with this Agreement, the Stockholders acknowledge and agree that their respective interests in this Agreement are in conflict, that they have the right to retain independent counsel, that they have been fully informed about this right and the fact that Xxxxxx and Xxxxx, L.L.P. is counsel only for Elite with respect to the transactions contemplated under this Agreement and the other documents and agreements relating thereto and that this Section constitutes written disclosure of such facts and conflicts. The Stockholders further affirm that they are waiving separate representation freely, voluntarily, and with full knowledge of the effects of this waiver. No Stockholder shall at any time claim that this Agreement is void or unenforceable in any respect because of the lack of use of independent counsel, or that the legal counsel who prepared this Agreement acted improperly in doing so.
Legal Counsel, etc. Originator consulted with its own legal counsel and independent accountants to the extent it deems necessary regarding the tax, accounting and regulatory consequences of the transactions contemplated hereby, Originator is not participating in such transactions in reliance on any representations of any other party, their affiliates or their counsel with respect to tax, accounting and regulatory matters.
