Notices and Representation Sample Clauses

Notices and Representation. 2.1 As per Clause 24 of the Umbrella Contract, all communications or notices required under the Contract must be made in writing and in the ….(local) language (including e-mails), at the location or address stated in this Letter. The Parties undertake to promptly report any changes. In the absence of such notification, communications shall be deemed effective if sent to the addresses and executed in the manner mentioned below.
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Notices and Representation. 24.1 All notices authorized or required between the Parties by any of the provisions of this Contract shall be in written English, properly addressed to the other Party as shown below, or as indicated in a Local Activation Letter, and delivered in person, by courier, or by e-mail. Oral communication does not constitute notice for purposes of this Contract. A notice given in accordance with this provision shall be deemed delivered only upon actual delivery of the notice to the physical or electronic address of the Party specified in Part A.
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Notices and Representation. All notices and other communications which by any provision of this Agreement are required or permitted to be given shall be given in writing and shall be (a) mailed by first-class or express mail, postage prepaid, (b) sent by telex, telegram, fax or other form of rapid transmission, confirmed by mailing (by first class or express mail, postage prepaid) written confirmation at substantially the same time as such rapid transmission, or (c) personally delivered to the receiving party (which if other than an individual shall be an officer or other responsible party of the receiving party). All such notices and communications shall be mailed, sent or delivered as follows: If to Manager, at: 0000 Xxxxx Xxxxx Xxxxx Xxxxxxxxx, Xxxxxxx 00000 000-000-0000 fax If to Terrace, at: Terrace Holdings, Inc. 0000 X.X. 00xx Xxxxxx Xxxxxxx Xxxxx, Xxxxxxx 00000 000-000-0000 fax or to such other person(s), telex or facsimile number(s) or address(es) as the party to receive any such communication or notice may have designated by written notice to the other party. A notice delivered in person shall be effective when given; a notice sent by mail shall not become effective until received by the person to whom it is given, unless it is mailed by registered mail, in which case it shall be deemed effective on the earlier of the date of receipt or the third business day after it has been mailed; a notice sent by telex, telegram, telecopy or other form of rapid transmission shall be deemed to be given when receipt of such transmission is acknowledged. The parties hereto expressly acknowledge and agree that they each have requested the law firm of Fishman, Merrick, Miller, Genelly, Springer, Xxxxxx & Xxxxxxxx, P.C. to represent them jointly with respect to this Agreement and related matters and they acknowledge and expressly waive any right or opportunity to assert a claim against said Fishman, Merrick, Miller, Genelly, Springer, Xxxxxx & Xxxxxxxx, P.C. by reason of conflict of interest. The parties further acknowledge, understand and agree that in the event of any dispute between them under this Agreement or relating to the matters contemplated herein that said Fishman, Merrick, Miller, Genelly, Springer, Xxxxxx & Xxxxxxxx, P.C. will withdraw as counsel to Manager or his affiliates therein, but may continue to act as counsel to Terrace without any limitation whatsoever subject only to the applicable Code of Professional Responsibility requirements as said firm shall determine.
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Related to Notices and Representation

  • Nature of Representations and Warranties The representations and warranties set forth in this Section 3.08, insofar as they involve conclusions of law, are made not on the basis that the Seller purports to be a legal expert or to be rendering legal advice, but rather to reflect the parties’ good faith understanding of the legal basis on which the parties are entering into this Agreement and the other Basic Documents and the basis on which the Holders are purchasing the Recovery Bonds, and to reflect the parties’ agreement that, if such understanding turns out to be incorrect or inaccurate, the Seller will be obligated to indemnify the Issuer and its permitted assigns (to the extent required by and in accordance with Section 5.01), and that the Issuer and its permitted assigns will be entitled to enforce any rights and remedies under the Basic Documents, on account of such inaccuracy to the same extent as if the Seller had breached any other representations or warranties hereunder.

  • 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.

  • Termination of Representations and Warranties The representations and warranties of the parties set forth in this Agreement shall terminate at the Effective Time.

  • Client Representations and Warranties You represent that you have the full legal power and authority to enter into this Agreement and that the terms of this Agreement do not violate any obligation or duty to which you are bound, whether arising out of contract, operation of law, or otherwise. If you are an entity (e.g., corporation, partnership, limited liability company, or trust), this Agreement has been duly authorized by the appropriate corporate or other action and when so executed and delivered shall be binding in accordance with its terms. You agree to promptly deliver such corporate resolution or other action authorizing this Agreement at our request. You acknowledge that you have provided us with the information set forth on the “Client Profile” (Exhibit C) and represent that such information is a complete and accurate representation of your financial position and of your investment needs, goals, objectives, and risk tolerance at the time of entering into this Agreement and warrant that you will promptly inform us in writing if and when such information becomes incomplete or inaccurate during the term of this Agreement. You also agree to provide us with any other information and/or documentation that we may request in furtherance of this Agreement or related to your investment needs, goals, objectives, and risk tolerance for the Account, either directly from you or through your designated attorney, accountant, or other professional advisers. You acknowledge that we are authorized to rely upon any information received from such attorney, accountant, or other professional adviser and are not required to verify the accuracy of the information.

  • Covenants, Representations and Warranties The General Partner covenants, represents and warrants that the following are presently true, will be true at the time of each Capital Contribution payment made by the Limited Partner and will be true during the term of this Agreement, to the extent then applicable.

  • 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).

  • Making of Representations and Warranties (a) As a material inducement to the Company to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby makes to the Company the representations and warranties contained in this Article IV, subject to the standards established by Section 9.1.

  • Correctness of Representations and Warranties The representations and warranties made by Purchaser in this Agreement to be made on or prior to the Agreement Date or Closing Date, as applicable, are true and correct in all material respects as of the date thereof.

  • Truth of Representations and Warranties The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

  • Reliance on Representations and Warranties Subscriber understands the Units are being offered and sold to Subscriber in reliance on exemptions from the registration requirements under the Securities Act, and analogous provisions in the laws and regulations of various states, and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of Subscriber set forth in this Agreement in order to determine the applicability of such provisions.

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