Independent Appraisal. An appraisal conducted pursuant to Section 4.03 of the Lease. Independent Investment Banker. An independent investment banking institution of national standing appointed by the Lessee that is independent in fact, does not have any direct financial interests, or any material indirect financial interest, in the Lessee or any Affiliate of the Lessee, and is not connected with the Lessee or any Affiliate of the Lessee, as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions; provided, that if the Indenture Trustee shall not have received written notice of such an appointment at least 10 days prior to the Prepayment Date, "Independent Investment Banker" shall mean such an institution appointed by the Indenture Trustee.
Independent Appraisal. Within three (3) months after the date of this Agreement, the Company shall present to the Board of Directors and any Investor the results of an independent appraisal, that meets certain requirements of the Internal Revenue Code, of the value of the Common Stock. The Company will obtain an updated appraisal from time to time as may be reasonably required to facilitate compliance with Section 409A of the Internal Revenue Code and the safe harbor provisions thereunder.
Independent Appraisal. (a) Such Seller acknowledges that Purchaser may be in possession of material, nonpublic information relating to Symbotic and Symbotic Holdings and any of their respective Affiliates and Subsidiaries. Such Seller further acknowledges and agrees that Purchaser has no obligation to disclose to such Seller any such material, nonpublic information except as may be required for a representation and warranty of Purchaser hereunder to be accurate and correct. Such Seller further acknowledges that (i) it is not relying on there having been disclosed any such material or potentially material information which is not disclosed, and (ii) any such information may be materially adverse to such Seller’s interests. Such Seller further acknowledges that it is prepared to sell the Subject Shares to Purchaser on the foregoing basis and hereby waives any right to rescind or invalidate the sale of the Subject Shares to Purchaser or to seek any damages or other remuneration from Purchaser based on the possession of any such material, nonpublic information by Purchaser.
Independent Appraisal. The Purchaser acknowledges that the Seller has not given the Purchaser any investment advice and that the Purchase Price for the Shares may be more or less than the fair market value of the Shares. The Purchaser has evaluated the merits and risks of purchasing the Shares on the terms set forth in this Agreement on its own and without reliance upon the Seller (other than with respect to the Seller’s representations, warranties and covenants set forth herein).
Independent Appraisal. It is anticipated that the Trust will continue to be invested in Stock, all of which is either listed and traded on a national exchange or converts automatically into such listed and traded stock upon transfer. However, should the Trust invest in other employer securities and those securities are not readily tradable on an established securities market within the meaning of Section 401(a)(28)(C) of the Code, valuations of such securities with respect to activities carried on by the Plan shall be made by an independent appraiser.
Independent Appraisal. On or before the Closing Date, the Purchaser shall obtain an independent appraisal of the Assets (the “Independent Appraisal”). The Independent Appraisal will be required by the Exchange. The Independent Appraisal shall be conducted by a qualified appraiser of the assets and business in the nature of the Assets and the Vendor’s Business and acceptable to each of the Purchaser and the Vendor, both acting reasonably, and the Exchange.
Independent Appraisal. Each Party acknowledges that it is a sophisticated and experienced investor and, as such, has made its own due diligence analysis, credit analysis and decision to enter into this Agreement, and that each Party has negotiated the terms of this Agreement including the ARL Purchase Price at arm's length as parties independent from each other.
Independent Appraisal. The Purchaser acknowledges that a limited market currently exists for the shares of Class A Common Stock that the Purchaser will receive in connection with the transactions contemplated hereby. The Purchaser has evaluated the merits and risks of purchasing the Shares on the terms set forth in this Agreement on its own and without reliance upon the Sellers (other than with respect to the Sellers’ representations, warranties and covenants set forth herein).
Independent Appraisal. The Administrative Agent shall have received from an Independent Appraiser an independent Appraisal of the market value of the Drilling Units, including its valuation during the life of the Loans (until the last Maturity Date for the Loans).
Independent Appraisal. In connection with this Agreement and the transactions contemplated hereby, the Warrant Holder has made its own independent appraisal of, and investigation into, the value of the Warrant, and, in deciding to enter into this Agreement, the Warrant Holder has not relied on Purchaser or any affiliate, representative or agent of Purchaser with respect to such matters.
