Role of Agent. Each party agrees and acknowledges that (i) ▇.▇. ▇▇▇▇▇▇ Securities LLC, an affiliate of JPMorgan (“JPMS”), has acted solely as agent for Dealer and not as principal with respect to the Transaction and (ii) JPMS has no obligation or liability, by way of guaranty, endorsement or otherwise, in any manner in respect of the Transaction (including, if applicable, in respect of the settlement thereof). Each party agrees it will look solely to the other party (or any guarantor in respect thereof) for performance of such other party’s obligations under the Transaction. For the avoidance of doubt, any performance by Dealer of its obligations hereunder solely to JPMS shall not relieve Dealer of such obligations. Any performance by Counterparty of its obligations (including notice obligations) through or by means of JPMS’ agency for Dealer shall constitute good performance of Counterparty’s obligations hereunder to Dealer.
Appears in 4 contracts
Sources: Warrant Agreement (Wright Medical Group Inc), Warrant Agreement (Wright Medical Group Inc), Base Call Option Transaction (Wright Medical Group Inc)
Role of Agent. Each party agrees and acknowledges that (i) ▇.▇. ▇▇▇▇▇▇ Securities LLC, an affiliate of JPMorgan Dealer (“JPMS”), has acted solely as agent for Dealer and not as principal with respect to the Transaction and (ii) JPMS has no obligation or liability, by way of guaranty, endorsement or otherwise, in any manner in respect of the Transaction (including, if applicable, in respect of the settlement thereof). Each party agrees it will look solely to the other party (or any guarantor in respect thereof) for performance of such other party’s obligations under the Transaction. For the avoidance of doubt, any performance by Dealer of its obligations hereunder solely to JPMS shall not relieve Dealer of such obligations. Any performance by Counterparty of its obligations (including notice obligations) through or by means of JPMS’ agency for Dealer shall constitute good performance of Counterparty’s obligations hereunder to Dealer.
Appears in 4 contracts
Sources: Base Call Option Transaction (Sarepta Therapeutics, Inc.), Call Option Transaction (Sarepta Therapeutics, Inc.), Call Option Transaction (Novavax Inc)
Role of Agent. Each party agrees and acknowledges that (i) ▇.▇. ▇▇▇▇▇▇ Securities LLC, an affiliate of JPMorgan Dealer (“JPMS”), has acted solely as agent for Dealer (and not as agent for Company) and not as principal with respect to the Transaction and (ii) JPMS has no obligation or liability, by way of guaranty, endorsement or otherwise, in any manner in respect of the Transaction (including, if applicable, in respect of the settlement thereof). Each party agrees it will look solely to the other party (or any guarantor in respect thereof) for performance of such other party’s obligations under the Transaction. For the avoidance of doubt, any performance by Dealer of its obligations hereunder solely to JPMS shall not relieve Dealer of such obligations. Any performance by Counterparty Company of its obligations (including notice obligations) through or by means of JPMS’ agency for Dealer shall constitute good performance of CounterpartyCompany’s obligations hereunder to Dealer.
Appears in 3 contracts
Sources: Warrant Agreement (Wright Medical Group N.V.), Warrant Agreement (Ironwood Pharmaceuticals Inc), Warrant Agreement (Ironwood Pharmaceuticals Inc)
Role of Agent. Each party agrees and acknowledges that (i) ▇.▇. ▇▇▇▇▇▇ Securities LLC, an affiliate of JPMorgan Dealer (“JPMS”), has acted solely as agent for Dealer (and not as agent for Counterparty) and not as principal with respect to the Transaction and (ii) JPMS has no obligation or liability, by way of guaranty, endorsement or otherwise, in any manner in respect of the Transaction (including, if applicable, in respect of the settlement thereof). Each party agrees it will look solely to the other party (or any guarantor in respect thereof) for performance of such other party’s obligations under the Transaction. For the avoidance of doubt, any performance by Dealer of its obligations hereunder solely to JPMS shall not relieve Dealer of such obligations. Any performance by Counterparty of its obligations (including notice obligations) through or by means of JPMS’ agency for Dealer shall constitute good performance of Counterparty’s obligations hereunder to Dealer.
Appears in 3 contracts
Sources: Call Option Transaction (Wright Medical Group N.V.), Call Option Transaction (Ironwood Pharmaceuticals Inc), Base Call Option Transaction (Ironwood Pharmaceuticals Inc)
Role of Agent. Each Notwithstanding Section 9(g) of the Confirmations, each party agrees and acknowledges that (i) ▇.▇. ▇▇▇▇▇▇ Securities LLC, an affiliate of JPMorgan (“JPMS”), has acted solely as agent for Dealer and not as principal with respect to the Transaction Transactions and (ii) JPMS has no obligation or liability, by way of guaranty, endorsement or otherwise, in any manner in respect of the Transaction Transactions (including, if applicable, in respect of the settlement thereof). Each party agrees it will look solely to the other party (or any guarantor in respect thereof) for performance of such other party’s obligations under the TransactionTransactions. For the avoidance of doubt, any performance by Dealer of its obligations hereunder solely to JPMS shall not relieve Dealer of such obligations. Any performance by Counterparty of its obligations (including notice obligations) through or by means of JPMS’ agency for Dealer shall constitute good performance of Counterparty’s obligations hereunder to Dealer.
Appears in 1 contract