Purchaser Credit Decision. (a) Each Purchaser acknowledges that it shall, independently and without reliance upon Agent or any Purchaser or any of their Related Persons or upon any document (including any offering and disclosure materials in connection with the syndication of the Term Loans) solely or in part because such document was transmitted by Agent or any of its Related Persons, conduct its own independent investigation of the financial condition and affairs of each Credit Party and make and continue to make its own credit decisions in connection with entering into, and taking or not taking any action under, any Note Document or with respect to any transaction contemplated in any Note Document, in each case based on such documents and information as it shall deem appropriate. Except for documents expressly required by any Note Document to be transmitted by Agent to the Purchasers, Agent shall not have any duty or responsibility to provide any Purchaser with any credit or other information concerning the business, prospects, operations, Property, financial and other condition or creditworthiness of any Credit Party or any Affiliate of any Credit Party that may come in to the possession of Agent or any of its Related Persons. (b) If any Purchaser has elected to abstain from receiving MNPI concerning the Credit Parties or their Affiliates, such Purchaser acknowledges that, notwithstanding such election, Agent and/or the Credit Parties will, from time to time, make available syndicate-information (which may contain MNPI) as required by the terms of, or in the course of administering the Term Loans to the credit contact(s) identified for receipt of such information on such Purchaser’s administrative questionnaire who are able to receive and use all syndicate-level information (which may contain MNPI) in accordance with such Purchaser’s compliance policies and contractual obligations and applicable law, including federal and state securities laws; provided that if such contact is not so identified in such questionnaire, the relevant Purchaser hereby agrees to promptly (and in any event within one (1) Business Day) provide such a contact to Agent and the Credit Parties upon request therefor by Agent or the Credit Parties. Notwithstanding such Purchaser’s election to abstain from receiving MNPI, such Purchaser acknowledges that if such Purchaser chooses to communicate with Agent, it assumes the risk of receiving MNPI concerning the Credit Parties or their Affiliates.
Appears in 3 contracts
Samples: Second Lien Note Purchase Agreement (Spinal Elements Holdings, Inc.), Second Lien Note Purchase Agreement (Spinal Elements Holdings, Inc.), Second Lien Note Purchase Agreement (Spinal Elements Holdings, Inc.)
Purchaser Credit Decision. (a) Each Purchaser acknowledges that it shall, independently and without reliance upon Agent or Agent, any Purchaser or any of their Related Persons or upon any document (including any offering and disclosure materials in connection with the syndication issuance of the Term LoansNotes) solely or in part because such document was transmitted by Agent or any of its Related Persons, conduct its own independent investigation of the financial condition and affairs of each Credit Note Party and make and continue to make its own credit decisions in connection with entering into, and taking or not taking any action under, any Note Document or with respect to any transaction contemplated in any Note Document, in each case based on such documents and information as it shall deem appropriate. Except for documents expressly required by any Note Document to be transmitted by Agent to the Purchasers, Agent shall not have any duty or responsibility to provide any Purchaser with any credit or other information concerning the business, prospects, operations, Propertyproperty, financial and other condition or creditworthiness of any Credit Note Party or any Affiliate of any Credit Note Party that may come in to the possession of Agent or any of its Related Persons.
(b) If any Purchaser has elected to abstain from receiving MNPI concerning the Credit Note Parties or their Affiliates, such Purchaser acknowledges that, notwithstanding such election, Agent and/or the Credit Note Parties will, from time to time, make available syndicate-information (which may contain MNPI) as required by the terms of, or in the course of administering the Term Loans Notes to the credit contact(s) identified for receipt of such information on such the Purchaser’s administrative questionnaire who are able to receive and use all syndicate-level information (which may contain MNPI) in accordance with such Purchaser’s compliance policies and contractual obligations and applicable law, including federal and state securities laws; provided provided, that if such contact is not so identified in such questionnaire, the relevant Purchaser hereby agrees to promptly (and in any event within one (1) Business Day) provide such a contact to Agent and the Credit Note Parties upon request therefor by Agent or the Credit Note Parties. Notwithstanding such Purchaser’s election to abstain from receiving MNPI, such Purchaser acknowledges that if such Purchaser chooses to communicate with Agent, it assumes the risk of receiving MNPI concerning the Credit Note Parties or their Affiliates.
Appears in 2 contracts
Samples: Restructuring and Lock Up Agreement (Constar International Inc), Senior Secured Priming Super Priority Debtor in Possession Note Purchase Agreement (Constar International Inc)
Purchaser Credit Decision. (a) Each Purchaser acknowledges that it shall, independently and without reliance upon Agent or any Purchaser or any of their Related Persons or upon any document (including any offering and disclosure materials in connection with the syndication of the Term Loans) solely or in part because such document was transmitted by Agent or any of its Related Persons, conduct its own independent investigation of the financial condition and affairs of each Credit Party and make and continue to make its own credit decisions in connection with entering into, and taking or not taking any action under, any Note Document or with respect to any transaction contemplated in any Note Document, in each case based on such documents and Table of Contents information as it shall deem appropriate. Except for documents expressly required by any Note Document to be transmitted by Agent to the Purchasers, Agent shall not have any duty or responsibility to provide any Purchaser with any credit or other information concerning the business, prospects, operations, Property, financial and other condition or creditworthiness of any Credit Party or any Affiliate of any Credit Party that may come in to the possession of Agent or any of its Related Persons.
(b) If any Purchaser has elected to abstain from receiving MNPI concerning the Credit Parties or their Affiliates, such Purchaser acknowledges that, notwithstanding such election, Agent and/or the Credit Parties will, from time to time, make available syndicate-information (which may contain MNPI) as required by the terms of, or in the course of administering the Term Loans to the credit contact(s) identified for receipt of such information on such Purchaser’s administrative questionnaire who are able to receive and use all syndicate-level information (which may contain MNPI) in accordance with such Purchaser’s compliance policies and contractual obligations and applicable law, including federal and state securities laws; provided that if such contact is not so identified in such questionnaire, the relevant Purchaser hereby agrees to promptly (and in any event within one (1) Business Day) provide such a contact to Agent and the Credit Parties upon request therefor by Agent or the Credit Parties. Notwithstanding such Purchaser’s election to abstain from receiving MNPI, such Purchaser acknowledges that if such Purchaser chooses to communicate with Agent, it assumes the risk of receiving MNPI concerning the Credit Parties or their Affiliates.
Appears in 1 contract
Samples: Second Lien Note Purchase Agreement (Spinal Elements Holdings, Inc.)