ACKNOWLEDGEMENT AND REPRESENTATIONS Sample Clauses

ACKNOWLEDGEMENT AND REPRESENTATIONS. Customer has read, understood and agrees to be bound by these Terms and Conditions. Customer acknowledges and understands that: (i) RITERATE ENERGY is not a local electricity distributor, local gas distributor or regulated utility and is not affiliated with Customer’s Utility;; and (ii) the price under this Agreement is not regulated by the Pennsylvania Public Utility Commission (“PUC”). Customer agrees and represents that currently, and throughout the Term: (i) Customer is not and will not be bound by another Energy supply agreement for the same supply service(s) that are the subject of this Agreement, to and for the Premises; (iii) Customer will not modify or revoke RITERATE ENERGY’s agency appointment and Customer will not appoint another party as its Energy agent or supplier; (iv) the total amount that Customer can expect to pay for Energy under this Agreement will vary based on the Customer’s consumption; (v) Customer is the account holder or the spouse of the account holder, or has the authority to bind the account holder and has represented such authority to RITERATE ENERGY; and (vi) all representations made and all information provided to RITERATE ENERGY in this Agreement are true, complete, accurate and correct and that RITERATE ENERGY is relying upon this information to enter into and perform this Agreement.
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ACKNOWLEDGEMENT AND REPRESENTATIONS. In exchange for Workaway’s services in recruiting me for possible employment in the United Sates, I (hereinafter referred to as “Applicant”) acknowledge, represent, and agree to the following:
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ACKNOWLEDGEMENT AND REPRESENTATIONS. To induce Lender to execute, deliver and perform this Agreement, Borrower and Guarantor acknowledge, represent and warrant to Lender (a) that the Note and other Loan Documents, as amended hereby, are in full force and effect and constitute valid and enforceable obligations of Borrower and Guarantor, as of this date, free from any defenses, set-off, claims, counterclaims or causes of action of any kind or nature whatsoever by Borrower against Lender or any of Lender’s directors, officers, employees, agents or attorneys; (b) that, after giving effect to this modification, no Default (as defined in the Security Deed) or event that with the passage of time or giving of notice would constitute a Default under the Loan Documents has occurred; (c) that all representations and warranties contained in the Loan Documents are true and correct in all material respects as of this date, all necessary action to authorize the execution and delivery of this Agreement and the other documents executed in connection with the modification of the Loan (collectively, the “Loan Modification Documents”) have been taken, and this Agreement is a modification of an existing obligation and is not a novation; (d) that this Agreement is not being made or entered into with the actual intent to hinder, delay or defraud any entity or person, and after giving effect to the indebtedness and obligations, direct and contingent, represented by the Loan Documents, as amended by this Agreement and the other Loan Modification Documents, and the consummation of the transactions contemplated thereby and hereby, and Borrower and Guarantor are able to, and anticipate that they will be able to, meet their debts as they mature and have adequate capital to conduct the business in which they are or propose to be engaged; (e) that the financial statements of Borrower and Guarantor delivered to Lender in connection herewith are true, correct and complete in all material respects, have been prepared in accordance with sound accounting principles consistently applied, fairly present the respective financial conditions of the subjects thereof as of the respective dates thereof, and to the best of Borrower’s and Guarantor’s knowledge, there has been no material change of Borrower’s or Guarantor’s financial condition from the financial condition of Borrower or Guarantor (as the case may be) indicated in such financial statements; (f) no action or proceeding, including, without limitation, a voluntary or involunt...
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ACKNOWLEDGEMENT AND REPRESENTATIONS. (a) The undersigned is a Stockholder and understands and acknowledges that, pursuant to Section 8.2(j) of the Merger Agreement, the undersigned’s entering into this Investment Agreement is a condition to the Parent’s obligation to consummate the transaction contemplated by the Merger Agreement.
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ACKNOWLEDGEMENT AND REPRESENTATIONS. Customer has read, understood and agrees to be bound by these Terms and Conditions. Customer acknowledges and understands that: (i) Planet is not a local electricity distributor, local gas distributor or regulated utility and is not affiliated with Customer’s Utility; (ii) Customer’s Utility’s rate for Energy may vary during the Term (defined below in section 6) of the Agreement and may be greater or less than the Price (defined below in section 4); and (iii) the Price under this Agreement is not regulated by the Ontario Energy Board (“OEB”). Customer agrees and represents that currently, and throughout the Term: (i) Customer is not and will not be bound by another Energy supply agreement for and to the Premises; (ii) Customer will not modify or revoke Planet’s agency appointment and Customer will not appoint another party as its Energy agent or supplier; (iii) the total amount that Customer can expect to pay for Energy under this Agreement will vary based on the Price and Customer’s consumption; (iv) Customer is the account holder or the spouse of the account holder, or has the authority to bind the account holder and has represented such authority to Planet; (v) Customer confirms and acknowledges that Customer uses less than 50,000 m3 of Gas and/or 150,000 kWh of Electricity per year (“Low-Volume Consumer”); and (vi) all representations made and all information provided to Planet in this Agreement are true, complete, accurate and correct and that Planet is relying upon this information to enter into and perform this Agreement.
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ACKNOWLEDGEMENT AND REPRESENTATIONS. Each party represents and warrants that (i) the execution, delivery and/or performance of this Agreement will not conflict with or result in any breach of any provision of its charter or by-laws or any agreement, contract or legally binding commitment or arrangement to which it is a party, and (ii) it is not subject to any limitation or restriction (including, without limitation, non-competition, and confidentiality arrangements) which would prohibit, restrict or impede the performance of any of its obligations under this Agreement. CWI is acting as an independent sales agent of the Company and, the Company and CWI agree that this Agreement does not constitute the parties as principal and agent, a joint venture, partnership, employment or similar relationship among the parties, and, unless authorized in writing, neither the Company nor CWI shall make any express or implied agreements, guarantees or representations, or incur any indebtedness or obligations, in the name of or on behalf of the other.
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ACKNOWLEDGEMENT AND REPRESENTATIONS 
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Related to ACKNOWLEDGEMENT AND REPRESENTATIONS

  • Acknowledgement and Agreement By execution below, the Transferor expressly acknowledges and consents to the pledge of the 2010-1 SUBI Certificate and the 2010-1 SUBI and the assignment of all rights and obligations of the Transferor related thereto by the Transferee to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders. In addition, the Transferor hereby acknowledges and agrees that for so long as the Notes are Outstanding, the Indenture Trustee will have the right to exercise all powers, privileges and claims of the Transferee under this Agreement.

  • Acknowledgement and Waiver 6.1 The Subscriber has acknowledged that the decision to purchase the Shares was solely made on the Company Information. The Subscriber hereby waives, to the fullest extent permitted by law, any rights of withdrawal, rescission or compensation for damages to which the Subscriber might be entitled in connection with the distribution of any of the Shares.

  • Acknowledgements and Agreements Executive hereby acknowledges and agrees that in the performance of Executive’s duties to the Company during the Employment Period, Executive shall be brought into frequent contact with existing and potential customers of the Company throughout the world. Executive also agrees that trade secrets and confidential information of the Company, more fully described in Section 8(h) gained by Executive during Executive’s association with the Company, have been developed by the Company through substantial expenditures of time, effort and money and constitute valuable and unique property of the Company. Executive further understands and agrees that the foregoing makes it necessary for the protection of the Company’s business that Executive not compete with the Company during Executive’s employment with the Company and not compete with the Company for a reasonable period thereafter, as further provided in the following sections. As a condition of Company entering into this Agreement, Executive must also execute the Company’s Proprietary Information and Assignments Agreement.

  • ACKNOWLEDGEMENT AND CONSENT The Company is a party to the Company Collateral Documents, in each case as amended through the date hereof, pursuant to which the Company has created Liens in favor of the Agent on certain Collateral to secure the Obligations. The Parent Guarantor is a party to the Parent Collateral Documents, in each case as amended through the date hereof, pursuant to which the Parent Guarantor has created Liens in favor of the Agent on certain Collateral and pledged certain Collateral to the Agent to secure the Obligations of the Parent Guarantor. Certain Subsidiaries of the Company are parties to the Subsidiary Guaranty and/or one or more of the Subsidiary Collateral Documents, in each case as amended through the date hereof, pursuant to which such Subsidiaries have (i) guarantied the Obligations and/or (ii) created Liens in favor of the Agent on certain Collateral. The Company, the Parent Guarantor and such Subsidiaries are collectively referred to herein as the "Credit Support Parties", and the Company Collateral Documents, the Parent Collateral Documents, the Subsidiary Guaranty and the Subsidiary Collateral Documents are collectively referred to herein as the "Credit Support Documents". Each Credit Support Party hereby acknowledges that it has reviewed the terms and provisions of the Credit Agreement as amended by this Amendment and consents to the amendment of the Credit Agreement effected as of the date hereof pursuant to this Amendment. Each Credit Support Party acknowledges and agrees that any of the Credit Support Documents to which it is a party or otherwise bound shall continue in full force and effect. Each Credit Support Party hereby confirms that each Credit Support Document to which it is a party or otherwise bound and all Collateral encumbered thereby will continue to guaranty or secure, as the case may be, the payment and performance of all obligations guaranteed or secured thereby, as the case may be. Each Credit Support Party (other than the Company and the Parent Guarantor) acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Credit Support Party is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Credit Support Party to any future amendments to the Credit Agreement.

  • Acknowledgements The Borrower hereby acknowledges that:

  • Reaffirmation of Representations and Warranties Each acceptance by it of an offer for the purchase of Notes, and each delivery of Notes to an Agent pursuant to a sale of Notes to such Agent as principal, shall be deemed to be an affirmation that the representations and warranties of the Corporation contained in this Agreement and in any certificate theretofore delivered to such Agent pursuant hereto are true and correct at the time of such acceptance or sale, as the case may be, and an undertaking that such representations and warranties will be true and correct at the time of delivery to the purchaser or his agent, or to such Agent, of the Note or Notes relating to such acceptance or sale, as the case may be, as though made at and as of each such time (and it is understood that such representations and warranties shall relate to the Registration Statement and Prospectus as amended and supplemented to each such time).

  • Confirmation of Representations and Warranties Each Borrower hereby (a) confirms that all of the representations and warranties set forth in Article IV of the Loan Agreement are true and correct with respect to such entity (except to the extent such representation or warranty relates to a particular date, in which case, such confirmation relates to such date), and (b) specifically represents and warrants to Lender that it has good and marketable title to all of its Collateral, free and clear of any lien or security interest in favor of any other person or entity.

  • Representations and Acknowledgements (a) The Executive hereby represents that he is not subject to any restriction of any nature whatsoever on his ability to enter into this Agreement or to perform his duties and responsibilities hereunder, including, but not limited to, any covenant not to compete with any former employer, any covenant not to disclose or use any non-public information acquired during the course of any former employment or any covenant not to solicit any customer of any former employer.

  • Reaffirmation of Representations The Borrower hereby repeats and reaffirms all representations and warranties made by the Borrower to the Administrative Agent and the Lenders in the Credit Agreement as amended by this Amendment and the other Credit Documents on and as of the date hereof with the same force and effect as if such representations and warranties were set forth in this Amendment in full.

  • ACKNOWLEDGEMENT AND CONFIRMATION Each party to this Amendment hereby confirms and agrees that, after giving effect to this Amendment and the amendments contemplated hereby, and except as expressly modified hereby, the Credit Agreement and the other Credit Documents to which it is a party remain in full force and effect and enforceable against such party in accordance with their respective terms and shall not be discharged, diminished, limited or otherwise affected in any respect.

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