Common use of Arm’s Length Transaction Clause in Contracts

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 5 contracts

Samples: Purchaser Rights Agreement (Bardin Hill Investment Partners LP), Series B Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Purchaser Rights Agreement (York Capital Management Global Advisors, LLC)

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Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Common Stock Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Transaction Documents to which it is a party.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (Ninteenth Investment Co LLC)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the no Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the no Purchaser has no any obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 4 contracts

Samples: Series B Convertible Preferred Stock Purchase Agreement (York Capital Management Global Advisors, LLC), Series B Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Series B Convertible Preferred Stock Purchase Agreement (NextDecade Corp.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Common Stock Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 3 contracts

Samples: Purchaser Rights Agreement (NextDecade Corp.), Purchaser Rights Agreement (NextDecade Corp.), Purchaser Rights Agreement (Ninteenth Investment Co LLC)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B C Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 2 contracts

Samples: Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B A Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 2 contracts

Samples: Series a Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Purchaser Rights Agreement (NextDecade Corp.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B C Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the no Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the no Purchaser has no any obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 2 contracts

Samples: Series C Convertible Preferred Stock Purchase Agreement (York Capital Management Global Advisors, LLC), Series C Convertible Preferred Stock Purchase Agreement (Bardin Hill Investment Partners LP)

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Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the no Purchaser has not assumed nor will it any Purchaser assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the no Purchaser has no any obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 2 contracts

Samples: Purchaser Rights Agreement (NextDecade Corp.), Purchaser Rights Agreement (NextDecade Corp.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the no Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the no Purchaser has no any obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party.

Appears in 1 contract

Samples: Securities Purchase Agreement (Conversion Labs, Inc.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B C Preferred Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and (ii) the Purchaser has not assumed nor will it assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Documents to which it is a party. The Purchaser acknowledges that it is not entitled to receive any material nonpublic technical information (as defined in 31 C.F.R. §800.232) from the Company.

Appears in 1 contract

Samples: Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.)

Arm’s Length Transaction. The Company acknowledges and agrees that (i) the Series B Preferred Common Stock Equity Offering and any other transactions described in this Agreement are an arm’s-length commercial transaction between the Parties and Parties, (ii) the Purchaser has Purchasers have not assumed nor will it they assume an advisory or fiduciary responsibility in the Company’s favor with respect to any of the transactions contemplated by this Agreement or the process leading thereto, and the Purchaser has Purchasers have no obligation to the Company with respect to the transactions contemplated by this Agreement except those obligations expressly set forth in this Agreement or the Offering Transaction Documents to which it is they are a party., 27

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Ninteenth Investment Co LLC)

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