Common use of Sophisticated Parties; No Fiduciary Relationship Clause in Contracts

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 10, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling Shareholders, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the Underwriter and all of the parties expressly disclaim any fiduciary relationship.

Appears in 2 contracts

Samples: Underwriting Agreement (Gas Natural Inc.), Underwriting Agreement (Gas Natural Inc.)

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Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 108, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 8 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the The Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersCompany, on the one hand, and the UnderwritersUnderwriter, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the Underwriter and all of the parties expressly disclaim any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (dELiAs, Inc.)

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 108, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 8 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the The Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersCompany, on the one hand, and the UnderwritersUnderwriter, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the Underwriter and all of the parties each expressly disclaim disclaims any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (Pennichuck Corp)

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 108, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 9 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the The Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersCompany, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the Underwriter and all of the parties expressly disclaim any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (Good Times Restaurants Inc)

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 109, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 9 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the The Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersCompany, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the any Underwriter and all of the parties each expressly disclaim disclaims any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (American States Water Co)

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Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 109, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 9 hereto fairly allocate the risks in light of the ability of the parties to investigate the CompanyBasin, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the Company and Selling Shareholder Basin acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersBasin, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the any Underwriter and all of the parties each expressly disclaim disclaims any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (Basin Water, Inc.)

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 108, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 8 hereto fairly allocate the risks in light of the ability of the parties to investigate the Company, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the The Company and Selling Shareholder acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersCompany, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the any Underwriter and all of the parties each expressly disclaim disclaims any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (Golden State Water CO)

Sophisticated Parties; No Fiduciary Relationship. Each of the parties hereto acknowledges that it is a sophisticated business person who was adequately represented by counsel during negotiations regarding the provisions hereof, including, without limitation, the indemnification and contribution provisions of Section 109, and is fully informed regarding said provisions. Each of the parties hereto further acknowledges that the provisions of Section 10 9 hereto fairly allocate the risks in light of the ability of the parties to investigate the CompanyArtesian Resources, its affairs and its business in order to assure that adequate disclosure has been made in the Registration Statement, the Disclosure Package and the Prospectus (and any amendments and supplements thereto), as required by the Act and the Exchange Act. Each of the Company and Selling Shareholder Artesian Resources acknowledges and agrees that in connection with all aspects of each transaction contemplated by this Agreement, the Company and the Selling ShareholdersArtesian Resources, on the one hand, and the Underwriters, on the other hand, have an arms-length business relationship that creates no fiduciary duty on the part of the any Underwriter and all of the parties each expressly disclaim disclaims any fiduciary relationship.

Appears in 1 contract

Samples: Underwriting Agreement (Artesian Resources Corp)

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