Successors Clause Example with 4 Variations from Business Contracts
This page contains Successors clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 hereof, and no other person will have any right or obligation hereunder. 25 14. No fiduciary duty. The Company and the Selling Stockholder hereby acknowledge that (a) the purchase and sale of the Securities pursuant to this Agreement is an arm's-length commercial transaction between the C...ompany and the Selling Stockholder, on the one hand, and the Underwriters and any affiliate through which it 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 Selling Stockholder and (c) the Company's engagement of the Underwriters in connection with the offering and the process leading up to the offering is as independent contractors and not in any other capacity. Furthermore, the Company and the Selling Stockholder agree that they are solely responsible for making their own respective judgments in connection with the offering (irrespective of whether any of the Underwriters has advised or is currently advising the Company or the Selling Stockholder on related or other matters). The Company and the Selling Stockholder agree that they 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 Selling Stockholder, in connection with such transaction or the process leading thereto.View More
Variations of a "Successors" Clause from Business Contracts
Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 9 hereof, and no other person will have any right or obligation hereunder. 25 14. 31 15. No fiduciary duty. Fiduciary Duty. The Company Company, the Operating Partnership and the Selling Stockholder Stockholders hereby acknowledge that in connection with the offering of the Securities (a)... the purchase and sale of the Securities pursuant to this Agreement is an arm's-length commercial transaction between the Company Company, the Operating Partnership and the Selling Stockholder, Stockholders, on the one hand, and the Underwriters and any affiliate through which it may be acting, on the other, other hand, and the Underwriters have acted at arm's length, are not agents of, and owe no fiduciary duties to, the Company, the Operating Partnership, any of the Selling Stockholders or any other person; (b) the Underwriters owe the Company, the Operating Partnership and each Selling Stockholder only those duties and obligations set forth in this Agreement, any contemporaneous written agreements and prior written agreements (to the extent not superseded by this Agreement), if any, (c) the Underwriters may have interests that differ from those of the Company, the Operating Partnership and each Selling Stockholder, (d) none of the activities of the Underwriters in connection with the transactions contemplated herein constitutes a recommendation, investment advice, or solicitation of any action by the Underwriters with respect to any entity or natural person, (e) the Underwriters are acting as principal and not as an agent or fiduciary of the Company or Company, the Operating Partnership and the Selling Stockholder Stockholders; and (c) (f) the Company's and Selling Stockholders' engagement of the Underwriters in connection with the offering and the process leading up to the offering is as independent contractors and not in any other capacity. Furthermore, the Company Company, the Operating Partnership and the Selling Stockholder Stockholders agree that they are solely responsible for making their own respective judgments in connection with the offering (irrespective of whether any of the Underwriters has advised or is currently advising the Company Company, the Operating Partnership or the Selling Stockholder Stockholders on related or other matters). The Company Company, the Operating Partnership and the Selling Stockholder Stockholders agree that they 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 Company, the Operating Partnership and the Selling Stockholder, Stockholders, in connection with such transaction or the process leading thereto. The Company, the Operating Partnership and each Selling Shareholder waive to the full extent permitted by applicable law any claims it may have against the Underwriters arising from an alleged breach of fiduciary duty in connection with the offering of the Securities. Each Selling Stockholder further acknowledges and agrees that, although the Underwriters may provide certain Selling Stockholders with certain Regulation Best Interest and Form CRS disclosures or other related documentation in connection with the offering, the Underwriters are not making a recommendation to any Selling Stockholder to participate in the offering or sell any Securities at the purchase price, and nothing set forth in such disclosures or documentation is intended to suggest that any Underwriter is making such a recommendation. View More
Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 9 hereof, and no other person will have any right or obligation hereunder. 25 14. 31 15. No fiduciary duty. Fiduciary Duty. The Company Company, the Operating Partnership and the Selling Stockholder Stockholders hereby acknowledge that (a) the purchase and sale of the Securities pursuant ...to this Agreement is an arm's-length commercial transaction between the Company Company, the Operating Partnership and the Selling Stockholder, Stockholders, on the one hand, and the Underwriters and any affiliate through which it may be acting, on the other, other hand; (b) the Underwriters are acting as principal and not as an agent or fiduciary of the Company or Company, the Operating Partnership and the Selling Stockholder Stockholders; and (c) the Company's and Selling Stockholders' engagement of the Underwriters in connection with the offering and the process leading up to the offering is as independent contractors and not in any other capacity. Furthermore, the Company Company, the Operating Partnership and the Selling Stockholder Stockholders agree that they are solely responsible for making their own respective judgments in connection with the offering (irrespective of whether any of the Underwriters has advised or is currently advising the Company Company, the Operating Partnership or the Selling Stockholder Stockholders on related or other matters). The Company Company, the Operating Partnership and the Selling Stockholder Stockholders agree that they 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 Company, the Operating Partnership and the Selling Stockholder, Stockholders, in connection with such transaction or the process leading thereto. View More
Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 hereof, and no other person will have any right or obligation hereunder. 25 21 14. No fiduciary duty. Fiduciary Duty. The Company and the Selling Stockholder hereby acknowledge that (a) the purchase and sale of the Securities pursuant to this Agreement Agreement, including without limitat...ion the determination of the public offering price of the Securities and any interaction that the Underwriter has with the Company, the Selling Stockholder and/or their respective representatives or agents in relation thereto, is part of an arm's-length commercial transaction between the Company and the Selling Stockholder, on the one hand, and the Underwriters Underwriter and any affiliate through which it may be acting, on the other, (b) the Underwriters are Underwriter is acting as principal and not as an agent or fiduciary of the Company or the Selling Stockholder and, with respect to any natural person Selling Stockholder, the interactions engaged in with respect to this Agreement or the transactions contemplated hereby between the Underwriter and any such affiliates, on the one hand, and the Selling Stockholder and any such representatives or agents, on the other, will not be deemed to form a relationship with the Selling Stockholder that would require any Underwriter to treat the Selling Stockholder as a "retail customer" for purposes of Regulation Best Interest ("Reg BI") pursuant to Rule 15l-1 of the Exchange Act, or a "retail investor" for purposes of Form CRS ("Form CRS") pursuant to Rule 17a-14 of the Exchange Act and (c) the Company's and Selling Stockholder's engagement of the Underwriters Underwriter in connection with the offering and the process leading up to the offering is as independent contractors and not in any other capacity. Furthermore, the Company and the Selling Stockholder agree that they are solely responsible for making their own respective judgments in connection with the offering and other matters addressed herein or contemplated hereby (irrespective of whether any of the Underwriters Underwriter has advised or is currently advising the Company or the Selling Stockholder on related or other matters). The Company and the Selling Stockholder also acknowledge and agree that they will the Underwriter has not claim that the Underwriters have rendered to them any investment advisory services of any nature or respect, or owe an respect and will not claim that the Underwriter owes any agency, fiduciary or similar duty to the Company or the Selling Stockholder, in connection with the offering and such transaction other matters or the process leading thereto. In addition, any natural person Selling Stockholder further acknowledges and agrees that the Underwriter has not made any recommendation to it with respect to their personal circumstances in connection with the offering or such other matters or the process leading thereto and that the Underwriter has not assumed any type of obligation under Reg BI or Form CRS in respect of any natural person Selling Stockholder as a result of entry into this Agreement or the activities contemplated hereby. The Selling Stockholder further acknowledges and agrees that, although the Underwriter may provide the Selling Stockholder with certain Reg BI and Form CRS disclosures or other related documentation in connection with the offering, the Underwriter is not making a recommendation to the Selling Stockholder to participate in the offering or sell any Underwritten Securities at the purchase price set forth in Section 2 above, and nothing set forth in such disclosures or documentation is intended to suggest that any Underwriter is making such a recommendation. The Company further acknowledges and agrees that in any and all discussions with the Underwriter in connection with this Agreement and the matters contemplated hereby, that the Underwriter is providing services solely to the Company and all such employees, officers or directors of the Company engaged in such discussions are acting solely as representatives of the Company not in their individual or personal capacity as potential selling stockholder or as representatives of the Selling Stockholder, and that any view expressed or recommendation that may be deemed to be made by the Underwriter is expressed or made solely to and for the benefit of the Company. View More
Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 hereof, and no other person will have any right or obligation hereunder. 25 32 14. No fiduciary duty. The Each of the Company and the each Selling Stockholder hereby acknowledge acknowledges that (a) the purchase and sale of the Securities pursuant to this Agreement is an arm's-length com...mercial transaction between the Company and the or Selling Stockholder, on the one hand, and the Underwriters and any affiliate through which it 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 any Selling Stockholder and (c) the Company's engagement of the Underwriters in connection 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 each Selling Stockholder agree agrees that they are it is solely responsible for making their its own respective judgments in connection with the offering (irrespective of whether any of the Underwriters has advised or is currently advising the Company or the any Selling Stockholder on related or other matters). The Each of the Company and the each Selling Stockholder agree agrees that they 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 such Selling Stockholder, as the case may be, in connection with such transaction or the process leading thereto. View More
