Acknowledgement by Parties. It is expressly understood that the restrictions contained in this section are related to and result from the agreements of the Company and Executive in this section and it is agreed that the Company and Executive consider the restrictions contained in this section to be reasonable and necessary to protect the confidential and proprietary information and trade secrets of the Company and its subsidiaries and affiliates.
Acknowledgement by Parties. Each Party hereof acknowledges and agrees that it has read this Agreement in its entirety and that it understands and agrees to be bound by the terms and conditions as set forth in this Agreement. The Parties expressly waive the right to protest the reasonableness of and guarantees the performance of the respective obligations, warranties, and covenants contained in this Agreement, whether corporate or individual. The Parties represent and warrant one to the other that the individuals executing this Agreement are executing the same voluntarily for and as the act of the respective party for which he or she is executing this Agreement and that he or she has full authority to execute this Agreement and obligate the respective party for which he or she is executing this Agreement to be bound by the terms and conditions as set forth in this Agreement. EXHIBIT A [To the foregoing Consulting Agreement by and between ACG CONSULTING, LLC, and NORTH BAY RESOURCES, INC.] Initial Marketing Budget Source of Funds: Amount NORTH BAY RESOURCES, INC. $ 110,000.00 Expense Items: Preparation of EB‐5 Compliant PPM $ 15,000.00 (each) Brochures of Project (2 Languages) $ 5,000.00 EB‐5 Econometric Modeling $ 15,000.00 EB‐5 Compliant Business Plan $ 1,500.00 Foreign Offering Events (2) $ 35,000.00 (each) Passcode protected Website for EB‐5 $ 3,500.00 EXHIBIT B [To the foregoing Consulting Agreement by and between ACG CONSULTING, LLC, and NORTH BAY RESOURCES, INC.] Milestone $3,000,000 within two (2) years from the date of the Initial Memorandum
Acknowledgement by Parties. The parties hereto acknowledge and agree that notwithstanding the reference to the defined terms "Term Bank", "Term Loan", "Term Loan Agreement", "Term Loan Amount", "Term Loan Commitment", "Term Loan Percentage", "Term Note", "Term-Only Liquidation Period" and "Term-Only Liquidation Period Notice" in the Liquidity Agreement, Annex and other Facility Documents, such terms shall have no effect or meaning. The parties hereto acknowledge that, prior to the date hereof, the Term Loan Agreement has been terminated, all Term Loans have been paid in full and there are no outstanding Term Loan Commitments and there is no Term Bank in existence.
Acknowledgement by Parties. Buyer acknowledges that the Services are provided by Hxxxxx at the request of Buyer to assist Buyer in administrating and operating as soon as possible the Operations on a stand alone basis free of any dependence on the personnel and resources needed by Hxxxxx to operate the remainder of its operations.
Acknowledgement by Parties. The terms above are confidential and may not be distributed in any way or discussed with anyone who is not a party to this agreement. By signing below, parties agree to the terms outlined above. EARTHSTONE Energy Inc. QAS, LLC Xxx Xxxxxxxxx, President Xxxxx X. Xxxxx, Principal /s/ Xxx Xxxxxxxxx, President 3/16/11 /s/ Xxxxx X. Xxxxx 3/16/11 Signature Date Signature Date
Acknowledgement by Parties. Each of the Parties hereby acknowledges and agrees that, as between the Operator, the ITP, the Suppliers and the Airport Users, the ITP shall act as the agent of the relevant Supplier(s) or the Airport User(s) for the purpose of Aircraft Refuelling on behalf of such Supplier(s), or Airport User(s) and for no other purpose.
Acknowledgement by Parties. Capacity Notwithstanding any provision to the contrary in this Agreement, each of the parties to this Agreement acknowledges and agrees that the Landlord has entered into this Agreement only in its capacity as trustee of Mapletree Industrial Trust and not in the Landlord’s personal capacity and all references to the Landlord in this Agreement shall be construed accordingly. Accordingly, notwithstanding any provision in this Agreement, the Landlord has assumed all obligations under this Agreement in its capacity as trustee of Mapletree Industrial Trust and not in its personal capacity and any liability of or indemnity given by the Landlord under this Agreement any power or right conferred on any receiver, attorney, agent and/or delegate is limited to the assets of Mapletree Industrial Trust over which the Landlord has recourse and shall not extend to any personal or other assets of the Landlord or any assets held by the Landlord as trustee of any trust (other than Mapletree Industrial Trust). Any obligation, matter, act, action or thing required to be done, performed or undertaken by the Landlord under this Agreement shall only be in connection with matters relating to Mapletree Industrial Trust (and shall not extend to the Landlord’s obligations in respect of any other trust or real estate investment trust of which it is a trustee).
Acknowledgement by Parties. The Interest Rate is determined by reference to Adjusted LIBOR, which is derived from the London interbank offered rate. The Adjusted LIBOR is intended to represent the rate at which contributing banks may obtain short-term borrowings from each other in the London interbank market. In July 2017, the U.K. Financial Conduct Authority announced that, after the end of 2021, it would no longer persuade or compel contributing banks to make rate submissions to the ICE Benchmark Administration (together with any successor to the ICE Benchmark Administration, the “IBA”) for purposes of the IBA setting LIBOR. As a result, it is possible that commencing in 2022, or earlier, the Adjusted LIBOR may no longer be available or may no longer be deemed an appropriate reference rate upon which to determine the interest rate on the Credit Facilities. In light of this eventuality, public and private sector industry initiatives are currently underway to identify new or alternative reference rates to be used in place of the Adjusted LIBOR. In the event that the Adjusted LIBOR is no longer available as set forth in this Section 2.18, such provisions provide mechanisms for determining an alternative, successor or replacement reference rate. The parties hereto hereby acknowledge that there is no assurance that the composition or characteristics of any such alternative, successor or replacement reference rate, as it may or may not be adjusted pursuant to this Section 2.18, will be similar to or produce the same value or economic equivalence as the Adjusted LIBOR or that such alternative, successor or replacement reference rate will have the same volume or liquidity as did the Adjusted LIBOR prior to its discontinuance or unavailability.
Acknowledgement by Parties. Buyer and Seller acknowledge that the Third Party Creditor(s) is not a party to the 25 Purchase and Sale Agreement and therefore is not obligated to approve the Purchase and Sale Agreement or to fulfill a 26 short sale after approving the Purchase Price and terms of this Agreement. Buyer further acknowledges that Seller is not 27 liable for delays caused by the Third Party Creditor(s) or costs and expenses incurred by the Buyer if the Third Party 28 Creditor(s) does not allow the closing of the short sale.
Acknowledgement by Parties. The parties intend for this Mortgage -------------------------- to create a lien on the Property, and, as provided in Article 3 hereof entitled Assignment of Leases and Rents, an absolute assignment of the Leases and Rents, all in favor of Mortgagee. To the extent any of said Property, Leases and Rents are not encumbered by a perfected lien created above, and are not absolutely assigned by the assignment set forth in Article 3 below, it is the intention of the parties that such Property, Leases and/or Rents shall constitute "proceeds, product, offspring, rents or profits" (as defined in and for the purposes of Section 552(b) of the United States Bankruptcy Code, as such section may be modified or supplemented) of the Property and/or "fees, charges, accounts, or other payments for the use or occupancy of rooms and other public facilities in . . . lodging properties," as applicable (as such terms are defined in and for the purpose of Section 552(b) of the United States Bankruptcy Code, as such Section may be modified or supplemented).
