Common use of Independent Nature of Buyers’ Obligations and Rights Clause in Contracts

Independent Nature of Buyers’ Obligations and Rights. The obligations of each Buyer under the Transaction Agreements are several and not joint with the obligations of any other Buyer, and no Buyer shall be responsible in any way for the performance of the obligations of any other Buyer under any such agreement. Nothing contained in any Transaction Agreement, and no action taken by any Buyer pursuant thereto, shall be deemed to constitute the Buyers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Buyers are in any way acting in concert or as a group with respect to such obligations or the transactions to be consummated pursuant to the Transaction Agreements. Each Buyer shall be entitled to independently protect and enforce its rights, including the rights arising out of the Transaction Agreements, and it shall not be necessary for any other Buyer to be joined as an additional party in any proceeding for such purpose. Each Buyer represents that it has been represented by its own separate legal counsel in its review and negotiation of the Transaction Agreements. For reasons of administrative convenience only, Buyers acknowledge and agree that they and their respective counsel have chosen to communicate with Seller, Company and their respective counsel through Xxxxxxx XxXxxxxxx LLP (“Xxxxxxx”), but neither Xxxxxxx nor Seller’s or Company’s counsel represent any of Buyers in this transaction, except that Xxxxxxx represents Sherbrooke and Xxxx Capital.

Independent Nature of Buyers’ Obligations and Rights. The obligations of each Buyer under the any Transaction Agreements Document are several and not joint with the obligations of any other Buyer, and no Buyer shall be responsible in any way for the performance of the obligations of any other Buyer under any such agreementTransaction Document. Nothing contained herein or in any other Transaction AgreementDocument, and no action taken by any Buyer pursuant hereto or thereto, shall be deemed to constitute the Buyers as a partnership, an association, a joint venture or any other kind entity of entityany kind, or create a presumption that the Buyers are in any way acting in concert or as a group with respect to such obligations or the transactions to be consummated pursuant to contemplated by the Transaction AgreementsDocuments. Each Buyer confirms that it has independently participated in the negotiation of the transactions contemplated hereby with the advice of its own counsel and advisors. Each Buyer, other than Dolphin, acknowledges that (i) Xxxxxx Xxxxxxx &Reed LLP solely represented Dolphin in connection with the transactions contemplated hereby, and (ii) Dolphin did not provide any advice in connection herewith and such Buyer’s determination to participate herein was based solely on its own evaluation of the risks and merits of the investment contemplated hereby. Each Buyer shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of the this Agreement or out of any other Transaction AgreementsDocuments, and it shall not be necessary for any other Buyer buyer to be joined as an additional party in any proceeding for such purpose. Each Buyer represents that it has been represented by its own separate legal counsel in its review and negotiation of the Transaction Agreements. For reasons of administrative convenience only, Buyers acknowledge and agree that they and their respective counsel have chosen to communicate with Seller, Company and their respective counsel through Xxxxxxx XxXxxxxxx LLP (“Xxxxxxx”), but neither Xxxxxxx nor Seller’s or Company’s counsel represent any of Buyers in this transaction, except that Xxxxxxx represents Sherbrooke and Xxxx Capital.[Signature Page Follows]

Independent Nature of Buyers’ Obligations and Rights. The obligations of each Buyer under the any Transaction Agreements Document are several and not joint with the obligations of any other Buyer, and no Buyer shall be responsible in any way for the performance of the obligations of any other Buyer under any such agreementTransaction Document. Nothing contained herein or in any other Transaction AgreementDocument, and no action taken by any Buyer pursuant hereto or thereto, shall be deemed to constitute the Buyers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Buyers are in any way acting in concert or as a group with respect to such obligations or the transactions to be consummated pursuant to contemplated by the Transaction AgreementsDocuments. Each Buyer confirms that it has independently participated in the negotiation of the transaction contemplated hereby with the advice of its own counsel and advisors. Each Buyer, other than Smithfield, acknowledges that (i) Xxxxxxx Xxxx & Xxxxx LLP solely represented Smithfield in connection with the transaction contemplated hereby and (ii) Smithfield did not provide any advice in connection herewith and such Buyer's determination to participate herein was based solely on its own evaluation of the risks and merits of the investment contemplated hereby. Each Buyer shall be entitled to independently protect and enforce its rights, including including, without limitation, the rights arising out of the this Agreement or out of any other Transaction AgreementsDocuments, and it shall not be necessary for any other Buyer to be joined as an additional party in any proceeding for such purpose. Each Buyer represents that it has been represented by its own separate legal counsel in its review and negotiation of the Transaction Agreements. For reasons of administrative convenience only, Buyers acknowledge and agree that they and their respective counsel have chosen to communicate with Seller, Company and their respective counsel through Xxxxxxx XxXxxxxxx LLP (“Xxxxxxx”), but neither Xxxxxxx nor Seller’s or Company’s counsel represent any of Buyers in this transaction, except that Xxxxxxx represents Sherbrooke and Xxxx Capital.[Signature Page Follows]

Independent Nature of Buyers’ Obligations and Rights. The ----------------------------------------------------- obligations of each Buyer under the Transaction Agreements are several and not joint with the obligations of any other Buyer, and no Buyer shall be responsible in any way for the performance of the obligations of any other Buyer under any such agreement. Nothing contained in any Transaction Agreement, and no action taken by any Buyer pursuant thereto, shall be deemed to constitute the Buyers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Buyers are in any way acting in concert or as a group with respect to such obligations or the transactions to be consummated pursuant to the Transaction Agreements. Each Buyer shall be entitled to independently protect and enforce its rights, including the rights arising out of the Transaction Agreements, and it shall not be necessary for any other Buyer to be joined as an additional party in any proceeding for such purpose. Each Buyer represents that it has been represented by its own separate legal counsel in its review and negotiation of the Transaction Agreements. For reasons of administrative convenience only, Buyers acknowledge and agree that they and their respective counsel have chosen to communicate with Seller, Company and their respective counsel through Xxxxxxx XxXxxxxxx Bingham McCutchen LLP (“Xxxxxxx”"Bingham"), but neither Xxxxxxx ------- Bingham nor Seller’s 's or Company’s 's counsel represent any of Buyers in this transactionxxxx xransaction, except that Xxxxxxx Bingham represents Sherbrooke and Xxxx Mark Capital.

Independent Nature of Buyers’ Obligations and Rights. The obligations of each Buyer under the any Transaction Agreements Document are several and not joint with the obligations of any other Buyer, and no Buyer shall be responsible in any way for the performance of the obligations of any other Buyer under any such agreementTransaction Document. Nothing contained herein or in any other Transaction AgreementDocument, and no action taken by any Buyer pursuant hereto or thereto, shall be deemed to constitute the Buyers as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Buyers are in any way acting in concert or as a group with respect to such obligations or the transactions to be consummated pursuant to contemplated by the Transaction AgreementsDocuments. Each Buyer confirms that it has independently participated in the negotiation of the transaction contemplated hereby with the advice of its own counsel and advisors. Each Buyer, other than SAC, acknowledges that (i) Xxxxxxx Xxxx & Xxxxx LLP solely represented SAC in connection with the transaction contemplated hereby and (ii) SAC did not provide any advice in connection herewith and such Buyer’s determination to participate herein was based solely on its own evaluation of the risks and merits of the investment contemplated hereby. Each Buyer shall be entitled to independently protect and enforce its rights, including including, without limitation, the rights arising out of the this Amendment or out of any other Transaction AgreementsDocuments, and it shall not be necessary for any other Buyer to be joined as an additional party in any proceeding for such purpose. Each Buyer represents that it has been represented by its own separate legal counsel in its review and negotiation of the Transaction Agreements. For reasons of administrative convenience only, Buyers acknowledge and agree that they and their respective counsel have chosen to communicate with Seller, Company and their respective counsel through Xxxxxxx XxXxxxxxx LLP (“Xxxxxxx”), but neither Xxxxxxx nor Seller’s or Company’s counsel represent any of Buyers in this transaction, except that Xxxxxxx represents Sherbrooke and Xxxx Capital.