Common use of Arm’s Length Transaction Clause in Contracts

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactions. Additionally, without limiting the representations and warranties of the Company in Article III, the Investor (a) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, (b) has consulted with its own advisors concerning such matters and (c) shall be responsible for making its own independent investigation and appraisal of the Transactions.

Appears in 6 contracts

Samples: Investment Agreement (Superior Industries International Inc), Investment Agreement (Connecture Inc), Securities Purchase Agreement (Peak Resorts Inc)

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Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (ai) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bii) has consulted with its own advisors concerning such matters matters; and (ciii) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Securities Purchase Agreement (DHT Holdings, Inc.), Escrow Agreement (DHT Holdings, Inc.)

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (ai) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bii) has consulted with its own advisors concerning such matters matters; and (ciii) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Scott John K Jr.)

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (aA) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bB) has consulted with its own advisors concerning such matters matters; and (cC) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.)

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactions. Additionally, without limiting the representations and warranties of the Company in Article ARTICLE III, the Investor (a) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, (b) has consulted with its own advisors concerning such matters matters, and (c) shall be responsible for making its own independent investigation and appraisal of the Transactions.

Appears in 2 contracts

Samples: Investment Agreement (RingCentral, Inc.), Investment Agreement (Avaya Holdings Corp.)

Arm’s Length Transaction. The Investor Company is acting solely in the capacity of an arm’s length contractual counterparty to the Company Investor with respect to the Transactions. Additionally, without limiting the representations and warranties of the Company Investor in Article IIIARTICLE IV, the Investor Company (a) is not relying on the Company Investor for any legal, tax, investment, accounting or regulatory advice, (b) has consulted with its own advisors concerning such matters matters, and (c) shall be responsible for making its own independent investigation and appraisal of the Transactions.

Appears in 2 contracts

Samples: Investment Agreement (Avaya Holdings Corp.), Investment Agreement (RingCentral, Inc.)

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactions. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (a) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (b) has consulted with its own advisors concerning such matters matters; and (c) shall be responsible for making its own independent investigation and appraisal of the Transactions.

Appears in 1 contract

Samples: Vessel Acquisition Agreement (DHT Holdings, Inc.)

Arm’s Length Transaction. The Such Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (ai) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bii) has consulted with its own advisors concerning such matters matters; and (ciii) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.)

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Arm’s Length Transaction. The Such Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (ai) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bii) has consulted with its own advisors concerning such matters matters; and (ciii) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Derma Sciences, Inc.)

Arm’s Length Transaction. The Such Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactions. Additionally, without limiting the representations and warranties of the Company in Article III, the such Investor (a) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, (b) has consulted with its own advisors concerning such matters and (c) shall be responsible for making its own independent investigation and appraisal of the Transactions.

Appears in 1 contract

Samples: Investment Agreement (ONESPAWORLD HOLDINGS LTD)

Arm’s Length Transaction. The Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated by this Agreement and the Investor Agreement. Additionally, without limiting the representations and warranties of the Company in Article III, the Investor (a) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, (b) has consulted with its own advisors concerning such matters and (c) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated by this Agreement and the Investor Agreement.

Appears in 1 contract

Samples: Investment Agreement (Mercuria Asset Holdings (Hong Kong) LTD)

Arm’s Length Transaction. The Such Investor is acting solely in the capacity of an arm’s length contractual counterparty to the Company with respect to the Transactionstransactions contemplated hereby. Additionally, without derogating from or limiting the representations and warranties of the Company in Article IIICompany, the Investor (aA) is not relying on the Company for any legal, tax, investment, accounting or regulatory advice, ; (bB) has consulted with its own advisors concerning such matters matters; and (cC) shall be responsible for making its own independent investigation and appraisal of the Transactionstransactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.)

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