No Fiduciary or Advisory Relationship. Each of the Company and the Operating Partnership acknowledges and agrees that (a) the purchase and sale of Underwritten Securities pursuant to this Agreement and any Terms Agreement, including the determination of the initial public offering price of the Underwritten Securities and any related discounts and commissions, is an arm’s-length commercial transaction among the Company and the Operating Partnership, on the one hand, and the several Underwriters with respect to such Underwritten Securities, on the other hand, (b) in connection with any offering of Underwritten Securities and the process leading thereto, each Underwriter with respect to such offering will be acting solely as a principal and not as the agent or fiduciary of either of the Company or the Operating Partnership or any of their respective subsidiaries, or their respective shareholders, unitholders, creditors, employees or any other party, (c) no Underwriter with respect to any Underwritten Securities has assumed or will assume an advisory, fiduciary or similar responsibility in favor of the Company or the Operating Partnership with respect to any offering of Underwritten Securities or the process leading thereto (irrespective of whether such Underwriter has advised or is, at the time of such offering, advising either of the Company or the Operating Partnership or any of their respective subsidiaries on other matters) and no Underwriter has or shall have any obligation to the Company or the Operating Partnership with respect to any offering of Underwritten Securities except the obligations expressly set forth in this Agreement and the applicable Terms Agreement, (d) the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company and the Operating Partnership, and (e) the Underwriters have not provided any business, legal, accounting, regulatory or tax advice with respect to this Agreement and each of the Company and the Operating Partnership has consulted its own business, legal, accounting, regulatory and tax advisors to the extent it deemed appropriate. Each of the Company and the Operating Partnership hereby waives and releases, to the fullest extent permitted by law, any claims that the Company and/or the Operating Partnership may have against any of the Underwriters with respect to any breach or alleged breach of any advisory, fiduciary or similar responsibility to the Company and the Opera...
No Fiduciary or Advisory Relationship. You and your Representatives acknowledge and agree that the Company is not responsible as a fiduciary and is not acting as an adviser (as to financial, legal, accounting, regulatory, tax or any other matters) to you or any of your Representatives in connection with any part of a Potential Transaction or the process in connection therewith (irrespective of whether the Company has advised or is currently advising you or any of your Representatives on other matters). You and your Representatives acknowledge and agree that you are each responsible for making an independent judgment in relation to a Potential Transaction (and each part of it) and the process in connection therewith and for obtaining all necessary financial, legal, accounting, regulatory, tax and other advice that you deem necessary or appropriate.
No Fiduciary or Advisory Relationship. The Issuer acknowledges and agrees that (i) the arrangements for purchase and sale of Notes pursuant to this Agreement are an arm’s length commercial transaction between the Issuer, on the one hand, and the several Dealers, on the other, (ii) in connection therewith and with the process leading to such transaction each Dealer is acting solely as a principal and not the agent or fiduciary of the Issuer, (iii) no Dealer has assumed an advisory or fiduciary responsibility in favour of the Issuer with respect to the offering of any Notes or the process leading thereto (irrespective of whether such Dealer has advised or is currently advised or is currently advising the Issuer on other matters) or any other obligation to the Issuer except the obligations expressly set forth in this Agreement and (iv) the Issuer have each consulted their own legal and financial advisors to the extent they deemed appropriate. The Issuer agrees that it will not claim that the Dealers, or any of them, has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Issuer, in connection with such transaction or the process leading thereto.
No Fiduciary or Advisory Relationship. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower acknowledges and agrees, and acknowledges its Affiliates’ understanding, that: (a) (i) no fiduciary, advisory or agency relationship between the Borrower and its Subsidiaries and any Arranger, the Administrative Agent, the Issuing Lender, the Swingline
No Fiduciary or Advisory Relationship. Recipient and Recipient’s Representatives acknowledge and agree that the Company is not responsible as a fiduciary and is not acting as an adviser (as to financial, legal, accounting, regulatory, tax or any other matters) to Recipient or any of Recipient’s Representatives in connection with any part of a Potential Transaction or the process in connection therewith (irrespective of whether the Company has advised or is currently advising Recipient or any of Recipient’s Representatives on other matters). Recipient and Recipient’s Representatives acknowledge and agree that Recipient are each responsible for making an independent judgment in relation to a Potential Transaction (and each part of it) and the process in connection therewith and for obtaining all necessary financial, legal, accounting, regulatory, tax and other advice that Recipient deem necessary or appropriate.
