Examples of Ambac Parties in a sentence
Xxxxxx Title: Authorized Signatory [Signature Page – Rehabilitation Exit Support Agreement] The undersigned’s holdings have been separately certified to the Ambac Parties by the Group’s Counsel.
The Ambac Parties further acknowledge that the Policy Beneficiaries or their Affiliates are full service banks or securities firms engaged in a broad range of transactions that may involve interests that differ from the interests of the Ambac Parties and their Affiliates, and that no Policy Beneficiary or Affiliate thereof has any obligation to disclose such interests and transactions to the Ambac Parties.
Notwithstanding any provision herein to the contrary, it shall be the sole responsibility of the Ambac Parties to obtain and maintain, and the Ambac Parties shall use their respective commercially reasonable efforts to obtain and maintain as promptly as practicable, each of the approvals, non-disapprovals, consents, registrations, permits, authorizations and other confirmations set forth on Schedule F hereto.
The Ambac Parties acknowledge and agree that each Policy Beneficiary, on the one hand, and the Ambac Parties and their Affiliates, on the other hand, have an arms-length business relationship that does not directly or indirectly give rise to, nor do the Ambac Parties or their Affiliates rely on, any fiduciary, advisory or agency relationship or duty with respect to any Policy Beneficiary.
Neither the Ambac Parties nor any Policy Beneficiary may rely on the failure of any condition set forth in Section 4.01 or Section 4.02, as the case may be, to be satisfied if such failure was primarily caused by such Party’s or Parties’ breach of any provision of this Agreement or any Ancillary Agreement.
The Ambac Parties and each Policy Beneficiary shall reasonably cooperate with one another to resolve objections, if any, as may be asserted by any Governmental Authority with respect to the Transactions under any Law.
The Ambac Parties shall make each Financial Reporting Package publicly available when delivered (or required to be delivered) pursuant to the immediately preceding sentence (as in effect on the date hereof), except for information set forth in Part II of Schedule C.
Each of the Ambac Parties acknowledges that such information consists of trade secrets and/or confidential commercial information, in each case that, if disclosed, would cause substantial injury to the competitive position of the relevant Policy Beneficiary.
The Ambac Parties represent and warrant that, as of the Closing Date, all Material Intercompany Agreements have been disclosed on Schedule D-1 hereto.
Any review by or on behalf of any Policy Beneficiary of the Ambac Parties, the Transactions, the other transactions contemplated hereby or other matters relating to such transactions have been performed solely for the benefit of such Policy Beneficiary and its Affiliates and not on behalf of any Ambac Party or its Affiliates.