Additional Representations and Agreements. (a) The Company represents and agrees that, unless it obtains the prior consent of the Representatives on behalf of the several Underwriters, and each Underwriter represents and agrees that, unless it obtains the prior consent of the Company and the Representatives on behalf of other Underwriters, it has not made and will not make any offer relating to the Securities that would constitute an “issuer free writing prospectus,” as defined in Rule 433 under the Act, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405 under the Act, required to be filed with the Commission. Each Permitted Free Writing Prospectus as of the date hereof is attached as Schedule B. The Company represents that it has treated, and agrees that it will treat, each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rules 164 and 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. The Company represents that each Issuer Represented Free Writing Prospectus, if any, as of its issue date and at all subsequent times through the completion of the public offer and sale of the Securities did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Registration Statement or the Prospectus, including any information in the Preliminary Prospectus Supplement or any other prospectus deemed to be a part of the Prospectus that has not been superseded or modified, provided that this representation does not apply to information contained in the Permitted Free Writing Prospectus based upon and in conformity with information relating to any Underwriter furnished to the Company in writing by any Underwriter expressly for use in the Permitted Free Writing Prospectus, which information is limited to the information set forth in Schedule C hereto.
Additional Representations and Agreements. Each party represents to the other party (which representations shall be deemed repeated by each party on each date on which a Transaction is entered into and shall be representations for all purposes of this Agreement including, without limitation, Sections 3, 4, and 5(a)(iv) hereof):
Additional Representations and Agreements. For the purpose of Section 3 of the Agreement, Party B further represents and warrants to Party A (which representations will be deemed to be repeated by Party B on each date on which a Transaction is entered into), and agrees with Party A as follows:
Additional Representations and Agreements. The parties hereby represent and agree (which representations and agreements will be deemed to be repeated on each date on which a Transaction is entered into hereunder) that with respect to this Agreement and each Transaction, it is and will be, at all times, in full compliance with all applicable requirements and restrictions under the Investment Company Act of 1940, as amended.
Additional Representations and Agreements. Borrower represents and warrants to and for the benefit of, and agrees with, Xxxxxx (1) on the date hereof and (2) on each Trade Date, as follows:
Additional Representations and Agreements. In consideration of the rights and benefits set forth in the MSA, Xxxxxxxx further represents and agrees as follows:
Additional Representations and Agreements. 16.1 Xx. Xxxxx Xxxxxx makes the following acknowledgements, representations, warrants and agreements:
Additional Representations and Agreements. (a) The Consultant represents and agrees that (a) he has had access by reason of his service as Chief Executive Officer and Chairman of the Board of Directors to sufficient information concerning Sealed Air to enable him to evaluate the merits and risks of the acquisition of the Shares under this Agreement, (b) he has such knowledge and experience in financial and business matters that he is capable of evaluating such acquisition, (c) it is his intention to acquire and hold the Shares for investment and not for the resale or distribution thereof, (d) he will comply with the Securities Act of 1933, as amended (the "Securities Act"), and the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"), and (e) he will indemnify Sealed Air for any costs, liabilities and expenses that it may sustain because of any violation of the Securities Act or the Securities Exchange Act due to any act or omission on his part with respect to the Shares.
Additional Representations and Agreements. In consideration of the rights and benefits set forth in the Program, Claimant further represents and agrees as follows:
Additional Representations and Agreements. Section 9.1 (Additional Representations and Agreements) will be amended by the addition of the following new paragraphs immediately following paragraph (d):
