No Fiduciary Duty Clause Example from Business Contracts

No Fiduciary Duty. Each of the Company and the Manager hereby acknowledges and agrees that (a) the purchase and sale of the Securities pursuant to this Agreement is an arm's-length commercial transaction between the Company and the Manager on the one hand, and the Underwriters and any affiliate through which they may be acting, on the other, (b) the Underwriters are acting as principal and not as an agent or fiduciary of the Company or the Manager and (c) the engagement of the Underwriters by the Company in connec...tion with the offering and the process leading up to the offering is as independent contractors and not in any other capacity. Furthermore, each of the Company and the Manager agrees that it is solely responsible for making its own judgments in connection with the offering (irrespective of whether any of the Underwriters has advised or is currently advising the 34 Company or the Manager on related or other matters). Each of the Company and the Manager agrees that it will not claim that the Underwriters have rendered advisory services of any nature or respect, or owe an agency, fiduciary or similar duty to the Company or the Manager, in connection with such transaction or the process leading thereto. View More