Subscriber Acknowledgments Sample Clauses
The Subscriber Acknowledgments clause serves to confirm that the subscriber has read, understood, and agrees to specific terms, disclosures, or conditions set forth in the agreement. Typically, this clause requires the subscriber to acknowledge receipt of important information, such as service limitations, privacy policies, or fee structures, and may require them to confirm their eligibility or authority to enter into the contract. Its core practical function is to ensure that the subscriber cannot later claim ignorance of key terms, thereby reducing disputes and clarifying the parties’ mutual understanding.
Subscriber Acknowledgments. The Subscriber further acknowledges the following as of the date hereof and as of the Closing Date:
(a) The Rights Offering Shares purchased pursuant hereto will be initially issued in the name of the Subscriber, an Affiliate of the Subscriber or a Related Fund, as indicated on such Subscriber’s Beneficial Holder Subscription Form or Subscription Period Transfer Notice.
(b) This Agreement contains the Subscriber’s irrevocable firm commitment, subject only to the terms and conditions of this Agreement and the Rights Offering Procedures, to purchase the Rights Offering Shares.
(c) Except to the extent provided in this Agreement or the Plan, the Company makes no representation or warranty in connection with the purchase of the Rights Offering Shares.
(d) No federal or state agency has made or will make any finding or determination as to the adequacy or accuracy of any information provided to the Subscriber in connection with its consideration of its investment in the Rights Offering Shares or as to the fairness of the Rights Offerings for investment, nor any recommendation or endorsement of the Rights Offering Shares.
(e) The Company will be relying on representations, warranties and agreements made by the Subscriber to the Company, and the covenants agreed to by the Subscriber, herein. The Subscriber agrees to provide, if requested, any additional information that may reasonably be required to determine its eligibility to purchase the Rights Offering Shares. If there is any change in any of the information provided by the Subscriber, or if any of the Subscriber’s representations and warranties becomes inaccurate in any respect, the Subscriber will furnish such revised or corrected information to the Company as soon as reasonably practicable, but in any event within six (6) Business Days prior to the Subscription Expiration Deadline.
(f) The Subscriber understands and acknowledges that all calculations, including, to the extent applicable, the calculation of (i) the value of the Subscriber’s or any other Eligible Holder’s Allowed Note Claim or (ii) the Subscriber’s or any other Eligible Holder’s Rights Offering Shares, shall be made in good faith by the Company with the consent of the Majority Consenting Noteholders and in accordance with any Claim amounts included in the Plan, and any disputes regarding such calculations shall be subject to a final and binding determination by the Bankruptcy Court.
(g) The Disclosure Statement contains financial projections....
Subscriber Acknowledgments. You understand, acknowledge and agree as follows:
7.1 If your System requires electricity to operate, you must use an outlet with standard 110 volt power and the outlet must always have power available to the System.
7.2 You must test the System at least monthly in accordance with any applicable instructions provided to you. In addition, you must test the System whenever renovations or repairs are made to your premises or to the electrical services at your premises.
7.3 If your System communicates with Company’s monitoring facility over the Internet or a telephone line, you must test the System whenever changes are made to those services.
7.4 Certain Systems use radio frequency waves to communicate between devices (e.g., between the help button and the base station). Certain natural events and objects in the premises emit radio frequency waves (e.g., microwave ovens, television sets, radios, household appliances, cordless telephones, cellular telephones, lightning, static electricity or other electrical discharges) and may cause interference resulting in malfunctions of the System.
7.5 For Systems which communicate with Company’s monitoring facility over a telephone line, the System will not communicate with Company’s monitoring facility if a telephone connected to the same telephone line which the System uses to communicate with Company’s monitoring facility is in use, off the hook, or not properly in its cradle. When the System is in use, an alternative telephone line at the premises is necessary to communicate by telephone with others.
7.6 The System is not infallible and the transmission and receipt of communications from the System may be interrupted or otherwise compromised.
7.7 You must comply with all laws, rules, regulations and ordinances which may affect your rights in connection with the use of the System and services, e.g., maintaining all necessary permits, licenses, registrations and notices including, without limitation, notices to Responders.
7.8 The System is not an intrusion detection, security or fire alarm system. The System and the Monitoring Services do not provide intrusion, security or fire protection. The System is not a medical device and Company’s monitoring facility personnel are not qualified medical personnel and do not provide medical advice.
7.9 If your System includes a fall detection device, fall detection can activate when you did not fall and fall detection does not detect 100% of falls. If able, you should always push ...
Subscriber Acknowledgments. 4.1. The Subscriber acknowledges that:
4.1.1. If the Prescribed Fee is not paid in accordance with clause 2.2 of this Agreement, Encore shall have no obligation to grant access to the Online Services or Encore Care Services in accordance with clause 3.1 of this Agreement.
4.1.2. Subscriber agrees to be bound by and comply with the Microsoft Cloud Agreement.
4.1.3. The Plan Prices may be adjusted to the then-current prices after the initial 12 months of this Agreement.
Subscriber Acknowledgments. The Investor is aware of and fully understands each of the following:
(a) The Company will rely upon the information set forth in my Investor Questionnaire, attached to this Agreement as Exhibit B, in determining whether I am an Accredited Investor or not accredited, but, sophisticated within the meaning set forth above in Section 2.
(b) An investment in the Company is speculative in nature and involves a high degree of risk I assume a substantial risk of the loss of my entire investment in the Company.
(c) The units have not been registered for public sale under the federal Securities Act of 1933 or the securities laws of any state, and further understands that the units have not been approved or disapproved by the Securities and Exchange Commission or any other federal or state agency, nor has any such agency passed on the accuracy or adequacy of the Memorandum.
(d) The subscription may be accepted or rejected, in whole or in part, in the sole and absolute discretion of the Company.
(e) The Investor (if an individual) has adequate means of providing for the current needs of the Investor and possible personal contingencies and the Investor has no need for liquidity of the investment in the units made by the Investor.
(f) The Investor is acquiring the Units for the Investor’s own account for investment purposes only and not with a present view to resell or distribute them, in whole or in part. In that connection, the Investor recognizes and understands that the Units being purchased and sold has not been registered under the federal Securities Act of 1933 nor qualified under any state securities law, by reason of the fact that the contemplated transaction constitutes a private offering with the meaning of Section 4(2) of the 1933 Act and Regulation D promulgated thereunder, and is exempt from qualification under state securities laws.
(g) The Company has no current financial or operating history.
(h) There are substantial restrictions on the transferability of the units set forth in the Operating Agreement and no transfer or sale of the units by the Investor will be binding upon or recognized by the Company without full compliance with such restrictions. The units will not be, and investors in the units have no rights to require that the units be, registered under the federal Securities Act of 1933. There is no public market for the units, it is unlikely that any public market for the units will develop, the Investor will not be able to avail the Investor ...
Subscriber Acknowledgments. The Subscriber further acknowledges the following as of the date hereof and as of the Closing Date:
Subscriber Acknowledgments