Common use of Arm’s Length Transaction Clause in Contracts

Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

Appears in 43 contracts

Samples: Underwriting Agreement (First Usa Credit Card Master Trust), Agreement (Chase Bank Usa, National Association), Terms Agreement (Chase Issuance Trust)

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Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

Appears in 38 contracts

Samples: Terms Agreement (First Usa Credit Card Master Trust), Terms Agreement (Chase Issuance Trust), Pooling and Servicing Agreement (Chase Bank Usa, National Association)

Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank Bank, the Depositor or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Each of the Bank and the Depositor, shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank or the Depositor with respect thereto. Any review by the Underwriters of the Bank, the Depositor, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the BankBank or the Depositor.

Appears in 21 contracts

Samples: Terms Agreement (Chase Card Funding LLC), Terms Agreement (Chase Issuance Trust), Assignment and Assumption Agreement (Chase Card Funding LLC)

Arm’s Length Transaction. The Bank Company acknowledges and agrees that each of the Underwriters are is acting solely in the capacity of an arm’s arm’s-length contractual counterparty to the Bank Company with respect to the offering of Notes Securities contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an any agent of, the Bank Company or any other person. Additionally, neither the Representative nor any other no Underwriter is advising the Bank Company or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank Company shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank Company with respect thereto. Any review by the Underwriters of the BankCompany, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the BankCompany or any other person.

Appears in 3 contracts

Samples: Underwriting Agreement (Hp Inc), Hp Inc, Hp Inc

Arm’s Length Transaction. The Bank Depositor acknowledges and agrees that the Underwriters are each Underwriter is acting solely in the capacity of an arm’s length contractual counterparty to the Bank Depositor with respect to the offering of Offered Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank Depositor or any other personPerson. Additionally, neither the Representative nor any other Underwriter is advising the Bank Depositor or any other person Person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank Depositor shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters no Underwriter shall have no any responsibility or liability to the Bank Depositor with respect thereto. Any review by the Underwriters of the BankDepositor, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the BankDepositor.

Appears in 2 contracts

Samples: Underwriting Agreement (Collegiate Funding of Delaware LLC), Underwriting Agreement (Chase Education Loan Trust 2007-A)

Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are each Underwriter is acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Offered Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters no Underwriter shall have no any responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

Appears in 2 contracts

Samples: Note Underwriting Agreement (Chase Auto Owner Trust 2006-A), Underwriting Agreement (JPMorgan Chase Bank, National Association)

Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are Underwriter is acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is not advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters Underwriter shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters Underwriter of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters Underwriter and shall not be on behalf of the Bank.

Appears in 1 contract

Samples: Terms Agreement (Chase Bank Usa, National Association)

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Arm’s Length Transaction. The Bank Company acknowledges and agrees that the Representatives and the other Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank Company with respect to the offering of Notes Shares contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank Company or any other person. Additionally, neither the Representative Representatives nor any other Underwriter is advising the Bank Company or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank Company shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and neither the Representatives nor the other Underwriters shall have no any responsibility or liability to the Bank Company with respect thereto. Any review by the Representatives and the other Underwriters of the BankCompany, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the BankCompany.

Appears in 1 contract

Samples: Underwriting Agreement (Dynex Capital Inc)

Arm’s Length Transaction. The Bank acknowledges and agrees that the Underwriters are each Underwriter is acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters no Underwriter shall have no any responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

Appears in 1 contract

Samples: Note Underwriting Agreement (JPMorgan Chase Bank, National Association)

Arm’s Length Transaction. The Bank Depositor acknowledges and agrees that the Underwriters are each Underwriter is acting solely in the capacity of an arm’s length contractual counterparty to the Bank Depositor with respect to the offering of Notes Certificates contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank Depositor or any other personPerson. Additionally, neither the Representative nor any other Underwriter is advising the Bank Depositor or any other person Person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank Depositor shall consult with its own advisors concerning such matters and shall be responsible for making their its own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters no Underwriter shall have no any responsibility or liability to the Bank Depositor with respect thereto. Any review by the Underwriters of the BankDepositor, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the BankDepositor.

Appears in 1 contract

Samples: Underwriting Agreement (Collegiate Funding of Delaware LLC)

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