Common use of Disclaimer of Fiduciary Relationship Clause in Contracts

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Units pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Units and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Units contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities Units contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees the Operating Partnership acknowledge and agree that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the CompanyCompany and the Operating Partnership, on the one hand, and the Underwriters, on the other hand, ; (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company Company, the Operating Partnership, or its their securityholders, creditors, employees or any other party, ; (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company and the Operating Partnership with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company and the Operating Partnership with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, ; (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, Company and the Operating Partnership; and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has and the Operating Partnership have consulted its their own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are Underwriter is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no the Underwriter has not assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such the Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such the Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no the Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Offered Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Offered Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Offered Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Offered Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, Company and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Public Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Public Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering of Public Securities contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Public Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Public Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering offering of Public Securities contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and the Operating Partnership acknowledge and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price terms of the Offered Securities offering and any related discounts and commissions, is an arm’s-length commercial transaction between the CompanyCompany and the Operating Partnership, on the one hand, and the UnderwritersAgents, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant Agents owes no fiduciary duties to a contractual relationship created solely by this Agreement and are not agents the Company, the Operating Partnership or fiduciaries of the Company or its their securityholders, creditors, employees or any other party, (iii) no Underwriter the Agents has not assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company or the Operating Partnership with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter the Agents or its affiliates has advised or is currently advising the Company or the Operating Partnership on other matters) and each such Underwriter the Agents has no obligation to the Company or the Operating Partnership with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Agents and their its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, Company and the Operating Partnership and (v) no Underwriter has the Agents have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its their respective securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its their own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’sarm's-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Units pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Units and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are Underwriter is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no the Underwriter has not assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Units contemplated by this Agreement or the process leading thereto (irrespective of whether such the Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such the Underwriter has no obligation to the Company with respect to the offering of the Securities Units contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no the Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersXxxxxxx Xxxxx, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are transaction Xxxxxxx Xxxxx is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are not agents as the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter Xxxxxxx Xxxxx has not assumed nor will it assume any an advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates Xxxxxxx Xxxxx has advised or is currently advising the Company on other matters) and each such Underwriter Xxxxxxx Xxxxx has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Xxxxxxx Xxxxx and their its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter Xxxxxxx Xxxxx has not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Offered Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersUnderwriter, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are Underwriter is and have has been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no the Underwriter has not assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Offered Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such the Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such the Underwriter has no obligation to the Company with respect to the offering of the Securities Offered Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Underwriter and their its affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no the Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities ADSs and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Offered Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Offered Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities Offered Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Each of the Company and Parent acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the CompanyCompany and Parent, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company Company, Parent or its their respective securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company or Parent with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company or Parent on other matters) and each such Underwriter has the Underwriters have no obligation to the Company or Parent with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the CompanyCompany and Parent, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and each of the Company and Parent has consulted its their own legal, accounting, regulatory and tax advisors to the extent it they deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has provided any legal, accounting, regulatory or tax advice with Exhibit 1.1 respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities Shares pursuant to this Agreement, including the determination of the public offering price of the Offered Securities Shares and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, each of the Underwriters are is and have has been ​ ​ acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter none of the Underwriters has assumed nor will it assume any advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities Shares contemplated by this Agreement or the process leading thereto (irrespective of whether such any Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities Shares contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) each of the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, transaction the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement as principals and are not agents as the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has the Underwriters have not assumed nor will it they assume any an advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has the Underwriters have advised or is are currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the several Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are transaction each Underwriter is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has assumed nor or will it assume any an advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has advised or is currently advising the Company on other matters) and each such no Underwriter has no any obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters and their respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the UnderwritersWachovia, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, the Underwriters are transaction Wachovia is and have has been acting pursuant to solely as a contractual relationship created solely by this Agreement principal and are is not agents the agent or fiduciaries fiduciary of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter Wachovia has not assumed nor will it assume any an advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates Wachovia has advised or is currently advising the Company on other matters) and each such Underwriter Wachovia has no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters Wachovia and their its respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter Wachovia has not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.

Disclaimer of Fiduciary Relationship. The Company acknowledges and agrees that (i) the purchase and sale of the Securities pursuant to this Agreement, including the determination of the public offering price of the Offered Securities and any related discounts and commissions, is an arm’s-length commercial transaction between the Company, on the one hand, and the Underwriters, on the other hand, (ii) in connection with the Offering offering contemplated by this Agreement and the process leading to such transaction, transaction the Underwriters are and have been acting pursuant to a contractual relationship created solely by this Agreement as principals and are not agents or fiduciaries of the Company or its securityholders, creditors, employees or any other party, (iii) no Underwriter has the Underwriters have not assumed nor will it they assume any an advisory or fiduciary responsibility in favor of the Company with respect to the offering of the Securities contemplated by this Agreement or the process leading thereto (irrespective of whether such Underwriter or its affiliates has the Underwriters have advised or is are currently advising the Company on other matters) and each such Underwriter has the Underwriters have no obligation to the Company with respect to the offering of the Securities contemplated by this Agreement except the obligations expressly set forth in this Agreement, (iv) the Underwriters each Underwriter and their its respective affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Company, and (v) no Underwriter has the Underwriters have not provided any legal, accounting, regulatory or tax advice with respect to the Offering offering contemplated by this Agreement and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it deemed appropriate.