Furnished Information. The Underwriters severally confirm and the Partnership Parties acknowledge and agree that the statement regarding delivery of the Common Units by the Underwriters set forth on the cover page, the statements in the second paragraph following the table under the caption “Underwriting — Commissions and Expenses,” the paragraph relating to stabilization by the Underwriters appearing under the caption “Underwriting — Stabilization, Short Positions and Penalty Bids,” and the paragraph relating to discretionary sales appearing under the caption “Underwriting – Discretionary Sales” in the most recent Preliminary Prospectus and the Prospectus, are correct and constitute the only information concerning such Underwriters furnished in writing to the Partnership by or on behalf of the Underwriters specifically for inclusion in any Preliminary Prospectus, the Registration Statement, the Prospectus, any Issuer Free Writing Prospectus or in any amendment or supplement thereto or in any Marketing Materials.
Furnished Information. Consultant is acquiring the Option and the Shares without having been furnished an offering memorandum or prospectus. In a recently completed sale of common stock to a principal of Consultant, that person received a Peabodys' Form 10-SB, which Peabodys recently filed with the Securities and Exchange Commission. Consultant and its principals have had access to, and have carefully read and understand, all the provisions of this Agreement and the Form 10-SB. Consultant has had access to all such other information about Peabodys and the Common Stock as Consultant has deemed necessary or desirable to reach an informed and knowledgeable investment decision;
Furnished Information. The Company and [ ] hereby confirm and agree that the only information furnished to the Company by [ ] expressly for use in the Private Placement Memorandum is the information set forth in the last sentence of the second paragraph under the heading "Private Placement." Please acknowledge and accept the foregoing provisions hereof by signing this Agreement in the space indicated below. Very truly yours, RWE RHEINBRAUN AG, a stock corporation organized under the laws of the Federal Republic of Germany By: ---------------------------------- Name: Title: By: ---------------------------------- Name: Title: CONSOL ENERGY INC., a Delaware corporation By: ---------------------------------- Name: Title: ACKNOWLEDGED AND ACCEPTED: [ ] [ ] By: ------------------------------ Name: Title: 24 SCHEDULE 1 PURCHASERS EXHIBIT A FORM OF PURCHASER'S LETTER EXHIBIT B REGISTRATION RIGHTS AGREEMENT EXHIBIT C FORM OF ESCROW AGREEMENT EXHIBIT D FORM OF OPINION OF COMPANY COUNSEL EXHIBIT E FORM OF OPINION OF CRAVATH, SWAINE & MOORE LLP EXHIBIT F FORM OF OPINION OF SELLER'S SENIOR COUNSEL
Furnished Information. In order to perform the Services either party may from time to time provide the other party certain information and data respecting its products or business. Both parties agree to protect such information and data from unauthorised disclosure using the same degree of care and discretion that the party uses to protect to its own similar information. Neither party shall be required to protect any information which: (I) is or becomes publicly available (ii) is already in said party’s possession (iii) is independently developed outside the scope of this Agreement or (iv) is rightfully obtained from third parties. Notwithstanding the aforesaid all right title and interest in any ideas concepts know-how or techniques directly related to Savantech’s product technology and/or business shall vest solely and exclusively with Savantech and Savantech shall be free to use and market same without accounting to Client or any third party.
Furnished Information. All information furnished in writing by or on behalf of the Company in connection with the transactions contemplated by this Agreement, to the knowledge of the Company and the persons furnishing such information on its behalf, and after reasonable investigation, was correct and complete in all material respects at the time or times furnished; and, at the Closing Date, no material changes have occurred which would make such prior disclosures incorrect or incomplete in any material respect. Since October 1, 1999, the Company has not incurred any new obligations or taken any actions to terminate or limit any then-existing insurance coverage.
Furnished Information. The Company and [ ] hereby confirm and agree that the only information furnished to the Company by [ ] expressly for use in the Private Placement Memorandum is the information set forth in the last sentence of the second paragraph under the heading "Private Placement."
Furnished Information. Dealer furnished Company all credit information received by Dealer relative to the Credit Application and Contract and such information is true, complete and accurate. All statements, documents and information furnished to Company by Buyer, Dealer and all other persons are accurate, complete and true.
Furnished Information. Such UMA Member acknowledges that it has been furnished a copy of Supplement No. 2 to the Confidential Private Placement Memorandum dated September 28, 2004 (the “Private Placement Memorandum”). Such UMA Member further acknowledges that the information related to tax and structural considerations set forth in the Private Placement Memorandum has been superseded and that such UMA Member has completed its own due diligence investigation with respect to such tax and structural matters and has not relied on any information related to tax and structural considerations set forth in the Private Placement Memorandum. In the event of any conflict between this Agreement or the IFH LLC Agreement on the one hand, and the Private Placement Memorandum on the other hand, the terms of this Agreement or the IFH LLC Agreement, as the case may be, shall prevail. Such UMA Member has had the opportunity to ask questions and receive answers concerning the terms and conditions of investing in IFH, as well as the opportunity to obtain any additional information necessary to verify the accuracy of the information contained in the Private Placement Memorandum which IFH possesses or can acquire without unreasonable effort or expense.
Furnished Information. The District agrees to make available all pertinent District data and records for XMR’s review. The District acknowledges and agrees that in rendering the Services XMR may be using and relying on such information without independent verification thereof by XMR. The District agrees that XMR does not assume responsibility for the accuracy of any information provided to XMR by the District.
Furnished Information. The parties hereto agree that the statements set forth in the first, second, third, seventh, ninth, tenth and eleventh paragraphs under the caption "Plan of Distribution" (to the extent such statements relate to FBR) and the statements set forth under the state and foreign legends under the caption "Notice to Investors" in the Final Memorandum constitute the only information furnished by or on behalf of FBR to the Company for purposes of Section 8 hereof. [Remainder of page intentionally left blank.] If the foregoing correctly sets forth the understanding among the Company and FBR, please so indicate in the space provided below for the purpose, whereupon this letter shall constitute a binding agreement between the Company and FBR. Very truly yours, QUANTA CAPITAL HOLDINGS LTD. By: /s/ Xxxxx X. Xxxx ------------------ Name: Xxxxx X. Xxxx Title: President and Chief Executive Officer Accepted and agreed to as of the date first above written: FRIEDMAN, BILLINGS, XXXXXX & CO., INC. By:/s/ Xxxxx X. Kleblatt Name: Xxxxx X. Xxxxxxxxx Title: Managing Director [Signature Page to Quanta Purchase/Placement Agreement] Schedule I PERSONS SUBJECT TO LOCK-UP Xxxxx Xxxxxx Xxxxxxx X. Xxxxxx
