Explicit Acceptance Clause Samples
The Explicit Acceptance clause requires that a party must clearly and unambiguously agree to the terms of a contract or agreement, rather than implying consent through silence or conduct. In practice, this means that acceptance must be communicated directly, such as by signing a document, clicking an "I agree" button, or providing written confirmation. This clause ensures that all parties are fully aware of and have affirmatively agreed to the contractual terms, thereby reducing the risk of disputes over whether a binding agreement was actually formed.
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Explicit Acceptance. Plexus Romania hereby represents that: (a) it has reviewed and understood the provisions of this Amendment and it agrees with the terms thereof; (b) has independently decided to enter into the Amendment on the basis of its own assessment or, where it has considered necessary, based on the legal, financial or technical expertise of external independent consultants selected by it; (c) it is capable of understanding (by itself or assisted by any consultants that it has considered necessary) and understands and accepts the contents of all the (internal and external) clauses and all the rights and obligations it undertakes through this Amendment; and (d) each clause of this Amendment has been negotiated by or on behalf of Plexus Romania with the Purchaser or their representatives (for the purpose of this Clause “negotiation” meaning both the exchange of proposals between parties or their representatives which has resulted in a final agreement in relation to certain clauses, and the unconditional acceptance by a party of the clauses proposed by the other party). In particular, Plexus Romania explicitly represents that it understands and accepts each and all unusual standard clauses (as defined by Article 1203 of the Romanian Civil Code, to the extent applicable) in this Amendment and MARPA, including: (i) Section 2 (Amendment), Section 3 (Joinder to Existing Agreement) and this Section 8 (Explicit Acceptance) and clauses of this Agreement; and (ii) Section 2 (Purchase and Sale; Uncommitted Arrangement; Term), Section 4 (Nature of Facility), Section 5 (Servicer), Section 7 (Other Information; The Sellers' Books and Records; Inspection; The Purchaser's Records), Section 10 (Covenants), Section 11 (Repurchase of Purchased Receivables), Section 12 (Taxes) and Section 13 (Miscellaneous) of MARPA.
Explicit Acceptance. Plexus Romania hereby represents that:
(a) it has reviewed and understood the provisions of this Amendment and it agrees with the terms thereof;
(b) has independently decided to enter into the Amendment on the basis of its own assessment or, where it has considered necessary, based on the legal, financial or technical expertise of external independent consultants selected by it;
(c) it is capable of understanding (by itself or assisted by any consultants that it has considered necessary) and understands and accepts the contents of all the (internal and external) clauses and all the rights and obligations it undertakes through this Amendment; and
(d) each clause of this Amendment has been negotiated by or on behalf of Plexus Romania with the Purchaser or their representatives (for the purpose of this Clause “negotiation” meaning both the exchange of proposals between parties or their representatives which has resulted in a final agreement in relation to certain clauses, and the unconditional acceptance by a party of the clauses proposed by the other party). In particular, Plexus Romania explicitly represents that it understands and accepts each and all unusual standard clauses (as defined by Article 1203 of the Romanian Civil Code, to the extent applicable) in this Amendment and MARPA.
