Common use of No Fiduciary Relationship Clause in Contracts

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offering. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offering. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and basis, and, in no event event, do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters underwriters, and the QIU is acting solely as a “qualified independent underwriter” within the meaning of FINRA Rule 5121, in connection with the Offering. The Company further acknowledges that the Underwriters and the QIU are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters or the QIU act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters or the QIU may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters and the QIU hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company Company, the Underwriters and the Underwriters QIU agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters or the QIU to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters or the QIU with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for any of the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company it may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters an underwriter in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters act Underwriter acts or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company Partnership hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Units. The Company Partnership further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the CompanyPartnership, its management, shareholders, security holders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Units, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the CompanyPartnership, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company Partnership hereby confirms its understanding and agreement to that effect. The Company Partnership and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company Partnership regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesUnits, do not constitute advice or recommendations to the CompanyPartnership. The Company Partnership hereby waives and releases, to the fullest extent permitted by lawLaw, any claims that the Company Partnership may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company Partnership in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company Partnership hereby acknowledges that each of the Underwriters are Managers is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Partnership’s securities. The Company Partnership further acknowledges that each of the Underwriters are Managers is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters any Manager act or be responsible as a fiduciary to the CompanyPartnership, its management, shareholders, security holders or creditors or any other person in connection with any activity that any of the Underwriters Managers may undertake or have has undertaken in furtherance of the Offeringpurchase and sale of the Partnership’s securities, either before or after the date hereof. The Underwriters Managers hereby expressly disclaim any fiduciary or similar obligations to the CompanyPartnership, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company Partnership hereby confirms its understanding and agreement to that effect. The Company Partnership and the Underwriters Managers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters any Manager to the Company Partnership regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the CompanyPartnership’s securities, do not constitute advice or recommendations to the CompanyPartnership. The Company Partnership hereby waives and releases, to the fullest extent permitted by law, any claims that the Company Partnership may have against the Underwriters any Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company Partnership in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringoffering of the Company’s securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringoffering of the Company’s securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters and QIU are acting solely as underwriters or a qualified independent underwriter, as the case may be, in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters and QIU are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters or QIU act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters or QIU may undertake or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters and QIU hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and Company, the Underwriters and QIU agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters or QIU to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters and QIU with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Operating Partnership hereby acknowledges acknowledge that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s securities. The Company and the Operating Partnership further acknowledges acknowledge that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the CompanyCompany and the Operating Partnership, its their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the CompanyCompany and the Operating Partnership, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company and the Operating Partnership hereby confirms its confirm their understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company and the Operating Partnership hereby waives waive and releasesrelease, to the fullest extent permitted by law, any claims that the Company and the Operating Partnership may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company and the Operating Partnership in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company Partnership Parties hereby acknowledges acknowledge that the Underwriters are each Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Units. The Company Partnership Parties further acknowledges acknowledge that the Underwriters are each Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and basis, and, in no event event, do the parties intend that the Underwriters any Manager act or be responsible as a fiduciary to the CompanyPartnership Parties, its the management, shareholders, unitholders or creditors or any other person in connection with any activity that the Underwriters any Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Partnership’s securities, either before or after the date hereof. The Underwriters Each Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the CompanyPartnership Parties, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company Partnership Parties hereby confirms its confirm their understanding and agreement to that effect. The Company Partnership Parties and the Underwriters each Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters such Manager to the Company Partnership Parties regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the CompanyPartnership’s securities, do not constitute advice or recommendations to the CompanyPartnership Parties. The Company Partnership Parties hereby waives waive and releasesrelease, to the fullest extent permitted by law, any claims that the Company Partnership Parties may have against the Underwriters any Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company Partnership Parties in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the Company, its the management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each is responsible for making their its own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters an underwriter in connection with the OfferingOffering of the Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the OfferingOffering of the Securities, either before or after the date hereof. The Underwriters Representative on its own behalf and on behalf of the Underwriters, hereby each expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company Company, the Representative on its own behalf and on behalf of the Underwriters Underwriters, agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company's securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that each of the Underwriters are is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters any Underwriter act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters such Underwriter may undertake or have has undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters each Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters any Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Senior Notes. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Senior Notes, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters any Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake undertakes or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters you are acting solely as underwriters dealer manager in connection with the OfferingExchange Offer. The Company further acknowledges that the Underwriters are Dealer Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s arm’s-length basis and in no event do the parties intend that the Underwriters Dealer Manager act or be responsible as a fiduciary to the Company, its respective management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters such Dealer Manager may undertake or have has undertaken in furtherance of the OfferingExchange Offer, either before or after the date hereof. The Underwriters Dealer Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Dealer Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Dealer Manager to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Dealer Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be become responsible as a fiduciary fiduciaries to the Company, Company or its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the CompanyCompany (irrespective of whether the Underwriters have advised or are currently advising the Company on other matters). The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that each of the Underwriters are Managers is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s Shares. The Company further acknowledges that each of the Underwriters are Managers is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that either of the Underwriters act Managers acts or be is responsible as a fiduciary to the Company, its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters Managers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s Shares, either before or after the date hereof. The Underwriters Each of the Managers hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Managers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by either of the Underwriters Managers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against either of the Underwriters Managers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are each Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and basis, and, in no event event, do the parties intend that the Underwriters any Manager act or be responsible as a fiduciary to the Company, Company or its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters any Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Each Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and each Manager agrees that the Underwriters agree that they are each Company is responsible for making their its own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters any Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters Underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Company's securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Depositary Shares. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Depositary Shares, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for any of the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company it may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims agrees that it will not claim that the Company may Underwriters have against the Underwriters with respect to any breach or alleged breach rendered advisory services of any nature or respect or owe an agency, fiduciary or similar duty to the Company Company, in connection with the transactions contemplated by this Agreement transaction or any matters the process leading up to such transactionsthereto.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offering. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Notes. The Company further acknowledges that the Underwriters are each Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters any Underwriter act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Notes, either before or after the date hereof. The Underwriters Each Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters any Underwriter to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesNotes, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims Underwriters agree that the Company may have against Underwriters are acting as principal and not the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.agent

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary fiduciaries to the Company, Company or its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by any of the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the CompanyCompany (irrespective of whether such Underwriter has advised or is currently advising the Company on other matters). The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters each Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for any of the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company they may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Sponsor hereby acknowledges acknowledge that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Company’s securities. The Company and the Sponsor further acknowledges acknowledge that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its the Sponsor, their respective management, shareholdersstockholders, equity holders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the CompanyCompany or the Sponsor, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company Company, the Sponsor and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company or the Sponsor regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the CompanyCompany or the Sponsor. The Company and the Sponsor hereby waives waive and releasesrelease, to the fullest extent permitted by law, any claims that the Company or the Sponsor or their Affiliates may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company or the Sponsor in connection with the transactions contemplated by this Agreement or any matters leading up to involving such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Shares, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for any of the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company it may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company and may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company Corporation hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Offered Shares. The Company Corporation further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Underwriting Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act Underwriter acts or be responsible as a fiduciary to the CompanyCorporation, its management, shareholders, shareholders or creditors or any other person Person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Offered Shares, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the CompanyCorporation, either in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactions, and the Company Corporation hereby confirms its understanding and agreement to that effect. The Company Corporation and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company Corporation regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesOffered Shares, do not constitute advice or recommendations to the CompanyCorporation. The Company Corporation hereby waives and releases, to the fullest extent permitted by law, any claims that the Company Corporation may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company Corporation in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters Agent are acting solely as underwriters agent in connection with the Offeringpurchase and sale of the Offered Securities. The Company further acknowledges that the Underwriters Agent are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Agent act or be responsible as a fiduciary to the Company, its management, shareholders, shareholders or creditors or any other person Person in connection with any activity that the Underwriters Agent may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Offered Securities, either before or after the date hereof. The Underwriters Agent hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Agent agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Agent to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesOffered Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Agent with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters Initial Purchasers are acting solely as underwriters initial purchasers in connection with the Offeringpurchase and sale of the Notes. The Company further acknowledges that the Underwriters Initial Purchasers are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Initial Purchasers act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Initial Purchasers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Notes, either before or after the date hereof. The Underwriters Initial Purchasers hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Initial Purchasers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Initial Purchasers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesNotes, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that either of the Company may have against the Underwriters Initial Purchasers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company and the Underwriter agree that the Underwriter is acting as principal and not the agent or fiduciary of the Company, and the Underwriter has not assumed, and will not assume, any advisory responsibility in favor of the Company with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether the Underwriter has advised or is currently advising the Company on other matters). The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.,

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters placement agent on a best effort basis, and the QIU is acting solely as a “qualified independent underwriter” within the meaning of FINRA Rule 5121, in connection with the OfferingOffering of the Shares. The Company further acknowledges that the Underwriters and the QIU are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters or the QIU act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters or the QIU may undertake or have undertaken in furtherance of the OfferingOffering of the Shares, either before or after the date hereof. The Underwriters Representative on its own behalf and on behalf of the Underwriters, and the QIU hereby each expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company Company, the Representative on its own behalf and on behalf of the Underwriters, and the Underwriters QIU agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters or the QIU to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters or the QIU with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters Underwriters in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that each of the Underwriters are is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters any Underwriter act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters such Underwriter may undertake or have has undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters each Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters any Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are each Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters any Manager act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters any Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Each Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters each Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters any Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Company's securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Underwriting Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have has undertaken in furtherance of the Offeringpurchase and sale of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Investment Adviser hereby acknowledges acknowledge that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company and the Investment Adviser further acknowledges acknowledge that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or to the Investment Adviser or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The hereof To the extent permitted by law, the Underwriters hereby expressly disclaim any fiduciary or similar obligations to the CompanyCompany and the Investment Adviser, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company and the Investment Adviser hereby confirms its confirm their understanding and agreement to that effect. The Company the Investment Adviser and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company or the Investment Adviser regarding such transactions, including including, but not limited to to, any opinions or views with respect to — the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters Initial Purchasers are acting solely as underwriters initial purchasers in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters Initial Purchasers are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Initial Purchasers act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Initial Purchasers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Initial Purchasers hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Initial Purchasers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Initial Purchasers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Initial Purchasers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters an underwriter in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are each Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters any Underwriter act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters Each Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters any Underwriter to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters Purchasers are acting solely as underwriters purchasers in connection with the Offeringpurchase and sale of the Notes. The Company further acknowledges that the Underwriters Purchasers are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Purchasers act or be responsible as a fiduciary to the Company, Company or its subsidiaries or their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Purchasers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Notes, either before or after the date hereof. The Underwriters Purchasers hereby expressly disclaim any fiduciary or similar obligations to the CompanyCompany or its subsidiaries, either in connection with the transactions contemplated by this Agreement Transactions or any matters leading up to such transactionsTransactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Purchasers agree that they are each responsible for making their own independent judgments with respect to any such transactions, Transactions and that any opinions or views expressed by the Underwriters Purchasers to the Company regarding such transactionsTransactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesNotes, do not constitute advice or recommendations to the Company. The Company and its subsidiaries hereby waives waive and releasesrelease, to the fullest extent permitted by law, any claims that the Company and its subsidiaries may have against the Underwriters Purchasers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company or its subsidiaries in connection with the transactions contemplated by this Agreement Transactions or any matters leading up to such transactionsTransactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its respective management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Shares, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesShares, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company it may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions. The Company hereby acknowledges that the Underwriter is a full service securities firm and as such from time to time, subject to applicable securities laws, may effect transactions for its own account or the account of its customers and hold long or short positions in debt or equity securities of the companies that may be the subject of the transactions contemplated by this Agreement.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Initial Purchaser is acting solely as underwriters initial purchaser in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are each Initial Purchaser is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Initial Purchasers act or be responsible as a fiduciary to the Company, its Company or their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Initial Purchasers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Initial Purchasers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Initial Purchasers to the Company regarding such transactions and that any opinions or views expressed by the Initial Purchasers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that either of the Company may have against the Underwriters Initial Purchasers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, unitholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company it may have against any of the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Operating Partnership hereby acknowledges acknowledge that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company's securities. The Company and the Operating Partnership further acknowledges acknowledge that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the CompanyCompany or the Operating Partnership, its their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company's securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the CompanyCompany or the Operating Partnership, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company and the Operating Partnership hereby confirms its confirm their understanding and agreement to that effect. The Company Company, the Operating Partnership and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company and the Operating Partnership hereby waives waive and releasesrelease, to the fullest extent permitted by law, any claims that the Company or the Operating Partnership may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company or the Operating Partnership in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Initial Purchaser is acting solely as underwriters initial purchaser in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are each Initial Purchaser is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis US-DOCS\102962941.8 basis, and in no event do the parties intend that the Underwriters Initial Purchasers act or be responsible as a fiduciary to the Company, its Company or their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Initial Purchasers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters Initial Purchasers hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Initial Purchasers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Initial Purchasers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that either of the Company may have against the Underwriters Initial Purchasers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, Company or its respective management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to either of the Companycompanies, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters Underwriters in connection with the Offering. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters you are acting solely as underwriters dealer manager and solicitation agent in connection with the OfferingExchange Offer. The Company further acknowledges that the Underwriters are Dealer Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s arm’s-length basis and in no event do the parties intend that the Underwriters Dealer Manager act or be responsible as a fiduciary to the Company, its respective management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters such Dealer Manager may undertake or have has undertaken in furtherance of the OfferingExchange Offer, either before or after the date hereof. The Underwriters Dealer Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Dealer Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Dealer Manager to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Dealer Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactionsAgreement, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters you are acting solely as underwriters an underwriter in connection with the Offeringoffering of the Company’s securities. The Company further acknowledges that the Underwriters you are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters you act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters you may undertake or have undertaken in furtherance of the Offeringoffering of the Company’s securities, either before or after the date hereof. The Underwriters You hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters you agree that they the parties are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters you to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters you with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Shares, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesShares, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are each Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its Company or their management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that either of the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that each of the Underwriters are Managers is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s Shares. The Company further acknowledges that each of the Underwriters are Managers is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that either of the Underwriters act Managers acts or be is responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Managers may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s Shares, either before or after the date hereof. The Underwriters Each of the Managers hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Managers agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by either of the Underwriters Managers to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against either of the Underwriters Managers with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Selling Stockholders each hereby acknowledges acknowledge that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Company’s securities. The Company and the Selling Stockholders each further acknowledges acknowledge that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act Underwriter acts or be responsible as a fiduciary to the CompanyCompany or any Selling Stockholder, its their respective management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim any fiduciary or similar obligations to the CompanyCompany or any Selling Stockholder, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company and the Selling Stockholders each hereby confirms its confirm their understanding and agreement to that effect. The Company Company, the Selling Stockholders and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company or any Selling Stockholder regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactionsSelling Stockholder.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters Underwriter are acting solely as underwriters underwriter in connection with the Offering. The Company further acknowledges that the Underwriters Underwriter are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offering, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges and agrees that (i) the Underwriters are acting solely as underwriters in connection with purchase and sale of the Offering. The Company further acknowledges that the Underwriters are acting Securities pursuant to a contractual relationship created solely by this Underwriting Agreement are entered into on an arm’s arm’s-length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to between the Company, its managementon the one hand, shareholdersand the several Underwriters, creditors or any other person on the other, (ii) in connection therewith and with any activity that the Underwriters may undertake process leading to such purchase and sale, each Underwriter is acting solely as a principal and not the agent or have undertaken in furtherance fiduciary of the OfferingCompany, either before or after the date hereof. The Underwriters hereby expressly disclaim any , (iii) no Underwriter has assumed an advisory or fiduciary or similar obligations responsibility in favor of the Company with respect to the Company, either offering contemplated hereby or the process leading thereto (irrespective of whether such Underwriter has advised or is currently advising the Company on other matters) or any other obligation to the Company except the obligations expressly set forth in this Underwriting Agreement and (iv) 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 this Agreement the Underwriters with respect to any entity or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effectnatural person. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims agrees that it will not claim that the Company may have against the Underwriters with respect to Underwriters, or any breach or alleged breach of them, has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Company Company, in connection with such transactions or the transactions contemplated by this Agreement or any matters process leading up to such transactionsthereto.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, releases to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its their respective management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company Corporation hereby acknowledges that the Underwriters are Agent is acting solely as underwriters a dealer in connection with the Offeringoffering and sale of the Offered Securities. The Company Corporation further acknowledges that the Underwriters are Agent is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act Agent acts or be responsible as a fiduciary to the CompanyCorporation, its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters Agent may undertake or have undertaken in furtherance of the Offeringoffering and sale of the Offered Securities, either before or after the date hereof. The Underwriters Agent hereby expressly disclaim disclaims any fiduciary or similar obligations to the CompanyCorporation, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company Corporation hereby confirms its understanding and agreement to that effect. The Company Corporation and the Underwriters Agent agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Agent to the Company Corporation regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesOffered Securities, do not constitute advice or recommendations to the CompanyCorporation. The Company Corporation hereby waives and releases, to the fullest extent permitted by law, any claims that the Company Corporation may have against the Underwriters Agent with respect to any breach or alleged breach of any fiduciary or similar duty to the Company Corporation in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringoffering of the Company's securities. The Company further acknowledges that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s 's length basis and in no event do the parties intend that the Underwriters Underwriter act or be responsible as a fiduciary to the Company, its management, shareholders, creditors or any other person in connection with any activity that the Underwriters may undertake Underwriter undertakes or have undertaken in furtherance of the Offeringoffering of the Company's securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters Underwriter to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s 's securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Underwriter with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Securities. The Company further acknowledges that the Underwriters are each Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, Company or its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securitiesSecurities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Manager is acting solely as underwriters sales agent or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are each Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and basis, and, in no event event, do the parties intend that the Underwriters any Manager act or be responsible as a fiduciary to the Company, its the management, shareholders, or creditors or any other person in connection with any activity that the Underwriters any Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Each Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters each Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters such Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringoffering of the Public Securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholdersstockholders, creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringoffering of the Public Securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and Company, the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including but not limited to any opinions or views with respect to the price or market for the Company’s securitiesPublic Securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions. that the prevailing party(ies) in any such action shall be entitled to recover from the other party(ies) all of its reasonable therefor.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach by the Underwriters of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are each Manager Party is acting solely as underwriters sales agent or principal in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are each Manager Party is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and basis, and, in no event event, do the parties intend that the Underwriters any Manager Party act or be responsible as a fiduciary to the Company, its management, shareholders, the management or creditors or any other person in connection with any activity that the Underwriters any Manager Party may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Each Manager Party hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters each Manager Party agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters such Manager Party to the Company regarding such transactions, including but not limited to including, without limitation, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters any Manager Party with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are Manager is acting solely as underwriters sales agent and/or principal in connection with the Offeringpurchase and sale of the Company’s securities and owes the Company only those duties and obligations set forth in this Agreement and prior written agreements (to the extent not superseded by this Agreement), if any. The Company further acknowledges that the Underwriters are Manager is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis and that the Manager may have interests that differ from the Company, and in no event do the parties intend that the Underwriters Manager act or be responsible as a fiduciary to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Manager may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Manager hereby expressly disclaim disclaims any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters Manager agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Manager to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters Manager with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions.

No Fiduciary Relationship. The Company and the Selling Stockholders each hereby acknowledges acknowledge that the Underwriters are Underwriter is acting solely as underwriters underwriter in connection with the Offeringpurchase and sale of the Company’s securities. The Company and the Selling Stockholders each further acknowledges acknowledge that the Underwriters are Underwriter is acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act Underwriter acts or be responsible as a fiduciary to the CompanyCompany or any Selling Stockholder, its their respective management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters Underwriter may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters Underwriter hereby expressly disclaim disclaims any fiduciary or similar obligations to the CompanyCompany or any Selling Stockholder, either in connection with the transactions contemplated by this Agreement or any matters leading up to such transactions, and the Company and the Selling Stockholders each hereby confirms its confirm their understanding and agreement to that effect. The Company Company, the Selling Stockholders and the Underwriters Underwriter agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters Underwriter to the Company or any Selling Stockholder regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactionsSelling Stockholder.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Company’s securities. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary to the Company, its management, shareholders, shareholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Company’s securities, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactionsAgreement, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Agreement or any matters leading up to such transactionsAgreement.

No Fiduciary Relationship. The Company hereby acknowledges that the Underwriters are acting solely as underwriters in connection with the Offeringpurchase and sale of the Shares. The Company further acknowledges that the Underwriters are acting pursuant to a contractual relationship created solely by this Underwriting Agreement entered into on an arm’s length basis basis, and in no event do the parties intend that the Underwriters act or be responsible as a fiduciary fiduciaries to the Company, its management, shareholders, stockholders or creditors or any other person in connection with any activity that the Underwriters may undertake or have undertaken in furtherance of the Offeringpurchase and sale of the Shares, either before or after the date hereof. The Underwriters hereby expressly disclaim any fiduciary or similar obligations to the Company, either in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactions, and the Company hereby confirms its understanding and agreement to that effect. The Company and the Underwriters agree that they are each responsible for making their own independent judgments with respect to any such transactions, transactions and that any opinions or views expressed by the Underwriters to the Company regarding such transactions, including including, but not limited to to, any opinions or views with respect to the price or market for any of the Company’s securities, do not constitute advice or recommendations to the Company. The Company hereby waives and releases, to the fullest extent permitted by lawLaw, any claims that the Company it may have against the Underwriters with respect to any breach or alleged breach of any fiduciary or similar duty to the Company in connection with the transactions contemplated by this Underwriting Agreement or any matters leading up to such transactionstransaction.