Persons Entitled to Benefit of Agreement Clause Example with 57 Variations from Business Contracts

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 5. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- 13. either of the Agents. 29 11. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter of the Agents has been retained solely to act as underwriter an sales agent and/or principal in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter either of the Agents has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter such Agent has advised or is are advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Agents and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that each of the Underwriters Agents and their respective affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that neither of the Underwriters have no Agents has an obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter of the Agents is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Agents, and not on behalf of the Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against each of the Agents for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Agents shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 5. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- 13. the Agent. 42 11. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Agent has been retained solely to act as underwriter an sales agent and/or principal in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Agent has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Agent has advised or is are advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Agent and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Agent and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have Agent has no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter the Agent is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Agent, and not on behalf of the Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against the Agent for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Agent shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 5. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- 13. the Agent. 39 11. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Agent has been retained solely to act as underwriter an sales agent and/or principal in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Agent has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Agent has advised or is are advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Agent and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Agent and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have Agent has no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter the Agent is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Agent, and not on behalf of the Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against the Agent for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Agent shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 5. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- 13. the Agent. 32 11. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Agent has been retained solely to act as underwriter an sales agent and/or principal in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Agent has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Agent has advised or is are advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Agent and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Agent and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have Agent has no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter the Agent is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Agent, and not on behalf of the Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against the Agent for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Agent shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 5. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- 13. the Agent. 35 11. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Agent has been retained solely to act as underwriter an sales agent and/or principal in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Agent has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Agent has advised or is advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Agent and the Company is capable of evaluating and understanding understanding, and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Agent and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have Agent has no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter the Agent is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Agent, and not on behalf of the Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against the Agent for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Agent shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including shareholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 6. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities from any Underwriter. -33- 13. of the several Underwriters. 12. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Underwriters, and not on behalf of the Company. Company; and (e) it waives to the fullest extent permitted by law, any claims it may have against the Underwriters for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Underwriters shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company.29 13. Governing Law; Waiver of Jury Trial. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. The Company (on its behalf and, to the extent permitted by applicable law, on behalf of its stockholders and affiliates) and each of the Underwriters hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any pu...rchaser, as such purchaser, of any of the Securities from any Underwriter. -33- Underwriters. 13 Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company. The Company hereby waives and releases, to the fullest extent permitted by law, any claims that the Company may have against the Underwriters with respect to any breach or alleged breach of fiduciary duty. -37- 14 Amendments and Waivers. No supplement, modification or waiver of this Agreement shall be binding unless executed in writing by the party to be bound thereby. The failure of a party to exercise any right or remedy shall not be deemed or constitute a waiver of such right or remedy in the future. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision hereof (regardless of whether similar), nor shall any such waiver be deemed or constitute a continuing waiver unless otherwise expressly provided. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers officers, employees and directors referred to in Section 7. 6. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used s...hall not include any purchaser, as such purchaser, of any of the Securities Shares from any Underwriter. -33- the Underwriters. 33 13. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Representative has been retained solely to act as an underwriter in connection with the sale of the Securities Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Representative has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Representative has advised or is are advising the Company on other matters; (b) the price and other terms of the Securities Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Representative and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Representative and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have Representative has no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter the Representative is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Representative, and not on behalf of the Company; (e) it, he or she waives to the fullest extent permitted by law, any claims it may have against the Representative for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Representative shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 6 hereof. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not incl...ude any purchaser, as such purchaser, of any of the Securities from any Underwriter. -33- of the several Underwriters. 31 13. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Representatives have been retained solely to act as an underwriter in connection with the sale of the Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Representatives have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Representatives have advised or is are advising the Company on other matters; (b) the price and other terms of the Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Representatives and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Representatives and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters Representatives have no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter is the Representatives are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Representatives and the other Underwriters, and not on behalf of the Company; (e) it waives to the fullest extent permitted by law, any claims it may have against the Representatives for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Representatives shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More

Persons Entitled to Benefit of Agreement. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and the controlling persons, officers and directors referred to in Section 7. 6. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors and assigns" as herein used shall not include any... purchaser, as such purchaser, of any of the Securities from any Underwriter. -33- of the several Underwriters. 32 13. Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Representatives have been retained solely to act as an underwriter in connection with the sale of the Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Representatives have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Representatives have advised or is are advising the Company on other matters; (b) the price and other terms of the Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Representatives and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Representatives and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters Representatives have no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) it has been advised that each Underwriter is the Representatives are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Representatives and the other Underwriters, and not on behalf of the Company; (e) it, he or she waives to the fullest extent permitted by law, any claims it may have against the Representatives for breach of fiduciary duty or alleged breach of fiduciary duty in respect of any of the transactions contemplated by this Agreement and agrees that the Representatives shall have no liability (whether direct or indirect) to the Company in respect of such a fiduciary duty claim on behalf of or in right of the Company, including stockholders, employees or creditors of the Company. View More