Common use of No Fiduciary Obligations Clause in Contracts

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares pursuant to this Agreement, including the determination of the public offering price of the Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are and have been acting solely as principals and are not the agent or fiduciary of the Company, or the Company’s stockholders, creditors, employees or any other third party, (iii) the Underwriters have not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have advised or are currently advising the Company on other matters) and the Underwriters do not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; and (v) the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Securities pursuant to this Agreement, including the determination of the public offering price of the Shares Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are Underwriter is and have has been acting solely as principals a principal and are is not the agent or fiduciary of the Company, or the Company’s stockholdersshareholders, creditors, employees or any other third party, (iii) the Underwriters have Underwriter has not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have such Underwriter has advised or are is currently advising the Company on other matters) and the Underwriters do Underwriter does not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters have Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Securities pursuant to this Agreement, including the determination of the public offering price of the Shares Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are each Underwriter is and have has been acting solely as principals a principal and are is not the agent or fiduciary of the Company, or the Company’s stockholdersshareholders, creditors, employees or any other third party, (iii) the Underwriters have Underwriter has not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have such Underwriter has advised or are is currently advising the Company on other matters) and the Underwriters do Underwriter does not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters have Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Notes pursuant to this Agreement, including the determination of the public offering price of the Shares Notes and any related discounts and commissions, is an arm’sarm's-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are Underwriter is and have has been acting solely as principals principal and are is not the agent or fiduciary of the Company, or the Company’s 's stockholders, creditors, employees or any other third party, (iii) the Underwriters have Underwriter has not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have Underwriter has advised or are is currently advising the Company on other matters) and the Underwriters do Underwriter does not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; and (v) the Underwriters have Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares pursuant to this Agreement, including the determination of the public offering price of the Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are Underwriter is and have has been acting solely as principals a principal and are is not the agent or fiduciary of the Company, or the Company’s stockholders, creditors, employees or any other third party, (iii) the Underwriters have Underwriter has not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have Underwriter has advised or are is currently advising the Company on other matters) and the Underwriters do Underwriter does not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters have Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Securities pursuant to this Agreement, including the determination of the public offering price of the Shares Securities and any related discounts and commissionscommissions and the conversion rate for the Notes and the exercise price for the Warrants, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersInitial Purchaser, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction transaction, the Underwriters Initial Purchaser are and have been acting solely as principals a principal and are is not the agent or fiduciary of the Company, Company or the Company’s their respective stockholders, creditors, employees or any other third party, (iii) the Underwriters have Initial Purchaser has not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have Initial Purchaser has advised or are is currently advising the Company or on other matters) and the Underwriters do not have any Initial Purchaser has no obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Initial Purchaser and their its affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters have Initial Purchaser has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed deems appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Notes pursuant to this Agreement, including the determination of the public offering price of the Shares Notes and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other handhand and does not constitute a recommendation, investment advice or solicitation of any action by the Underwriters, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are and have been acting solely as principals and are not the agent or fiduciary of the Company, or the Company’s stockholders, creditors, employees or any other third party, (iii) the Underwriters have not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters have advised or are currently advising the Company on other matters) and the Underwriters do not have any obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; and (v) the Underwriters have not provided any legal, accounting, regulatory regulatory, investment or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate; and (vi) none of the activities of the Underwriters in connection with the transactions contemplated herein constitutes a recommendation, investment advice or solicitation of any action by any Underwriter with respect to any entity or natural person.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Notes pursuant to this Agreement, including the determination of the public offering price of the Shares Notes and any related discounts and commissionscommissions and the conversion rate and other terms for the Notes, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersInitial Purchasers, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction the Underwriters are transaction, each Initial Purchaser is and have has been acting solely as principals a principal and are is not the agent or fiduciary of the Company, Company or the Company’s their respective stockholders, creditors, employees or any other third party, (iii) the Underwriters Initial Purchasers have not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters Initial Purchasers have advised or are currently advising the Company or on other matters) and the Underwriters do not Initial Purchasers have any no obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Initial Purchasers and their respective affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters Initial Purchasers have not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has and have consulted its their own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.

No Fiduciary Obligations. The Company acknowledges and agrees that (i) the purchase and sale of the Shares Securities pursuant to this Agreement, including the determination of the public offering price of the Shares Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersInitial Purchaser, on the other hand, (ii) in connection with the offering contemplated hereby and the process leading to such transaction transaction, the Underwriters Initial Purchaser are and have been acting solely as principals a principal and are is not the agent or fiduciary of the Company, Company or the Company’s their respective stockholders, creditors, employees or any other third party, (iii) the Underwriters Initial Purchaser have not assumed or will not assume an advisory or fiduciary responsibility in favor of the Company with respect to the offering contemplated hereby or the process leading thereto (irrespective of whether the Underwriters Initial Purchaser have advised or are is currently advising the Company or on other matters) and the Underwriters do not Initial Purchaser have any no obligation to the Company with respect to the offering contemplated hereby except the obligations expressly set forth in this Agreement, (iv) the Underwriters Initial Purchaser and their respective affiliates may be engaged in a broad range of separate transactions with other clients that involve interests that differ from those of the Company; , and (v) the Underwriters Initial Purchaser have not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has and have consulted its their own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.