Acknowledgements and Agreements Clause Samples
The 'Acknowledgements and Agreements' clause serves to confirm that all parties involved have read, understood, and accepted the terms and conditions outlined in the contract. This clause typically requires each party to explicitly state their awareness of their rights, obligations, and any relevant disclosures, ensuring that no party can later claim ignorance of the contract's contents. Its core practical function is to provide legal certainty and prevent disputes by documenting that all parties have knowingly and willingly entered into the agreement.
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Acknowledgements and Agreements. Executive hereby acknowledges and agrees that in the performance of Executive’s duties to the Company during the Employment Period, Executive will be brought into frequent contact with existing and potential customers of the Group Companies throughout the world. Executive also agrees that trade secrets and confidential information of the Group Companies, more fully described in subparagraph 7(f), gained by Executive during Executive’s association with the Group Companies, have been developed by each Group Company through substantial expenditures of time, effort and money and constitute valuable and unique property of the Group Companies. Executive further understands and agrees that the foregoing makes it necessary for the protection of the Businesses that Executive not compete with the Businesses during Executive’s employment with the Company and not compete with the Businesses for a reasonable period thereafter, as further provided in the following subparagraphs.
Acknowledgements and Agreements. The Participant agrees, accepts and acknowledges the following:
(a) THE AWARD AND THIS AGREEMENT DO NOT CREATE AN EXPRESS OR IMPLIED PROMISE OF CONTINUED EMPLOYMENT FOR ANY PERIOD, AND WILL NOT INTERFERE IN ANY WAY WITH THE PARTICIPANT’S RIGHT OR THE RIGHT OF THE COMPANY TO TERMINATE THE PARTICIPANT’S EMPLOYMENT OR SERVICE AT ANY TIME, WITH OR WITHOUT CAUSE.
(b) The delivery of the Plan, this Agreement, the Plan’s prospectus and any reports of the Company provided generally to the Company’s shareholders may be made by electronic delivery. Such means of electronic delivery may include but do not necessarily include the delivery of a link to a Company intranet or the Internet site of a third party involved in administering the Plan, the delivery of the document via e-mail or such other means of electronic delivery specified by the Company. To the extent applicable, all references to signatures in this Agreement may be satisfied by procedures that the Company or a third party designated by the Company has established or may establish for an electronic signature system, and the Participant’s electronic signature shall be the same as, and shall have the same force and effect as, the Participant’s written signature. By electronically accepting this Agreement, the Participant agrees to the following: “This electronic contract contains my electronic signature, which I have executed with the intent to sign this Agreement.”
(c) The Plan is established voluntarily by the Company, it is discretionary in nature, and may be amended, suspended or terminated by the Company at any time, to the extent permitted by the Plan.
(d) The grant of the Award is voluntary and occasional and does not create any contractual or other right to receive future grants of awards, or benefits in lieu of an award, even if an award has been granted in the past. Except where provided otherwise by applicable law, nothing contained in this Agreement shall be construed as giving the Participant any right to be retained, in any position, as an employee, consultant or director of the Company or its Affiliates or shall interfere with or restrict in any way the right of the Company or its Affiliates, which are hereby expressly reserved, to remove, terminate or discharge the Participant with or without cause at any time for any reason whatsoever. Although over the course of employment terms and conditions of employment may change, the at-will term of employment will not change.
(e) All decisions regard...
Acknowledgements and Agreements. (a) The Issuer does hereby adopt, ratify, and confirm Indenture and the other Note Documents and acknowledges and agrees that the Indenture and the other Note Documents are and remain in full force and effect, and the Issuer acknowledges and agrees that its respective liabilities and obligations under the Indenture and the other Note Documents are not impaired in any respect by this Supplemental Indenture.
(b) The Issuer hereby also agrees and acknowledges that no course of dealing and no delay in exercising any right, power, or remedy conferred to the Trustee Indenture or in any other Note Documents or now or hereafter existing at law, in equity, by statute, or otherwise shall operate as a waiver of or otherwise prejudice any such right, power, or remedy.
(c) For the avoidance of doubt, the Issuer hereby also agrees and acknowledges that Section 2 above shall not operate as a waiver of or otherwise prejudice any of the rights and remedies of the Trustee otherwise other than as expressly provided in Section 2. The Trustee hereby expressly reserves all of its rights, remedies, and claims under the Note Documents. Nothing in this Supplemental Indenture shall constitute a waiver or relinquishment of (i) any Default or Event of Default under any of the Note Documents, (ii) any of the agreements, terms or conditions contained in any of the Note Documents (other than this Supplemental Indenture), (iii) any rights or remedies of the Trustee with respect to the Note Documents (other than this Supplemental Indenture) or (iv) the rights of the Trustee to collect the full amounts owing under the Note Documents as and when such amounts are due and payable under the terms of the Note Documents.
(d) This Supplemental Indenture is a Note Document for the purposes of the provisions of the other Note Documents. Without limiting the foregoing, any breach of representations, warranties, and covenants under this Supplemental Indenture shall be a Default or Event of Default, as applicable, under the Indenture.
(e) The Issuer shall indemnify and hold harmless the Trustee from and against any and all damages, losses, costs, and expenses (including, without limitation, legal fees and expenses) relating to this Supplemental Indenture in accordance with Section 7.07 of the Indenture. [***] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amen...
Acknowledgements and Agreements. Use of the click2cycle Bikeshare scheme is conditional upon the following:
7.1 The User must be aged 18 or over.
7.2 The User must be fit enough and capable of operating and riding a Bike.
7.3 The User is aware of the risk of accidents whilst riding a Bike from road conditions, obstacles, pedestrians, motorists and other road users and agrees to pay attention and take due care to avoid such accidents.
7.4 The User understands that failure to wear a protective helmet or to use the Bike in a competent manner may result in bodily injury.
7.5 Although not a legal requirement, the User is solely responsible for obtaining and wearing a helmet and protective clothing.
7.6 The User shall thoroughly inspect the Bike before hire including: tires, brakes, gears, saddle, pedals lights and frame, reporting any issues to click2cycle.
7.7 The User shall adjust the saddle to the appropriate height prior to use.
7.8 The User will abide by the Highway Code as it applies to cyclists.
7.9 The User will be responsible for and take reasonable care of the Bike which will remain the property of click2cycle at all times.
7.10 The User will return the Bike in the same condition as when received.
7.11 The User shall contact the Operator and emergency services immediately in the event of theft of the Bike or accident which results in personal injury.
Acknowledgements and Agreements. You understand and agree that e-Bills are provided for your convenience, and payments due continue to be your responsibility. • You also understand and agree that the e-Bills service and therefore the e-Bills (and any content contained therein) may only be available in English, and not in a foreign language, including Spanish, regardless of whether you currently receive a Payee's ▇▇▇▇ in a foreign language, depending on the Payee. By using this service, you agree to receive the e-Bills in English, even if you use or access Chase's website, mobile application or Chase's other products and services in a foreign language. You agree that Chase is not responsible for delivering the e-Bills to you in a foreign language, and any questions regarding this issue will be directed to your Payee. • You also understand and agree that the eBill summary (and any content contained therein) is accessible via screen reader software and other Assistive Technology (AT) as presented on any Chase digital platform. The eBill summary may include the statement date, due date, amounts due and/or other information, and is different from the eBill. • You also understand and agree that the e-Bills service and therefore the e-Bills (and any content contained therein) may not be presented in a way which is accessible to screen reader software or AT which are conformant to web content accessibility guidelines (WCAG) version 2.0, level AA success criteria, regardless of whether you currently can access Payee's ▇▇▇▇ online or via digital application using screen reader software or other AT, depending on the Payee. By using this Service, you agree to receive the e-Bills as provided, which may include an inaccessible format, even if you use or access Chase's website, mobile application or Chase's other products and services by using screen reader software or other AT. You agree that Chase is not responsible for delivering the e-Bills to you in a digitally accessible format which conforms to WCAG v. 2.0 AA, and any questions regarding this issue will be directed to your Payee.
Acknowledgements and Agreements. Executive represents that Executive’s continued employment by the Company and the performance of Executive’s duties hereunder do not and will not breach any agreement with any former employer, including any non-compete agreement, non-solicit agreement or any agreement to keep in confidence or refrain from using information acquired by Executive prior to Executive’s employment by the Company. During Executive’s employment by the Company, Executive agrees that Executive will not violate any non-solicitation agreements Executive entered into with any former employer or improperly make use of, or disclose, any information or trade secrets of any former employer or other third party, nor will Executive bring onto the premises of the Company or use any unpublished documents or any property belonging to any former employer or other third party, in violation of any lawful agreements with that former employer or third party.
Acknowledgements and Agreements. Executive hereby acknowledges and agrees that in the performance of Executive’s duties to the Company during Executive’s employment, Executive shall be brought into frequent contact with existing and potential customers of the Company throughout the continental Unites States. Executive also agrees that Executive will obtain knowledge and skill relevant to the Company’s industry, methods of doing business, and marketing strategies by virtue of Executive’s employment. Executive further agrees that trade secrets and confidential information of the Company, more fully described in Section 8(i), have been developed by the Company through substantial expenditures of time, effort and money and constitute valuable and unique property of the Company with great competitive importance and commercial value to the Company. Executive further understands and agrees that the foregoing makes it necessary for the protection of the Company’s legitimate business interests that Executive comply with the restrictive covenants, as further provided in the following sections. Executive acknowledges and agrees that the terms and conditions of this Section 8 are fair, reasonable, and not unduly restrictive on Executive and are reasonably necessary to protect the legitimate business interests of the Company and to prevent irreparable harm to the Company.
Acknowledgements and Agreements. The Parties acknowledge that SCL’s participation in the cold water release facility as provided in this Section, together with the other actions required under the Temperature Attainment Plan included as Exhibit 9 to the Boundary Project Settlement Agreement, will directly contribute towards meeting any obligations SCL may have under the forthcoming temperature TMDL (Water Quality Improvement Plan) for the Pend Oreille River. The Parties further acknowledge that Ecology has exclusive jurisdiction to implement the TMDL in the Boundary Reach of the Pend Oreille River (from the Box Canyon tailrace to the Canadian border), including preparation of any Water Quality Implementation Plan. The Parties, other than Ecology and the Tribe, agree that they will not request or advocate in any proceeding that Ecology, the Commission or another entity require of SCL any additional measures relating to temperature in the Boundary Reach, over and above SCL’s participation in the cold water release facility as provided in this section and the other requirements of the TAP (including without limitation Mill Pond Dam removal). Subject to Section 7.4.2.1 of the Boundary Project Settlement Agreement, the Tribe agrees that, after the TMDL is issued by Ecology and the Tribe or by Ecology, the Tribe will not request or advocate in any proceeding that Ecology, the Commission or another entity require of SCL any additional measures relating to temperature in the Boundary Reach, over and above those required in the TMDL. The Parties acknowledge that PUD’s participation in the cold water release facility as provided in this Section will directly contribute towards meeting any obligations PUD may have under the forthcoming temperature TMDL for the Pend Oreille River.
Acknowledgements and Agreements. You understand and agree that:
Acknowledgements and Agreements. Borrower acknowledges and agrees that as of the date hereof, Borrower was indebted to the Lender for obligations, advances, loans, and other financial accommodations under the Loan Documents in the amount of $0.00 plus accrued interest thereon, plus accrued and unpaid fees, costs and expenses due and owing in connection therewith under the Loan Documents. Lender and Borrower hereby acknowledge that on January 5, 2006, Borrower delivered a Notice of Termination of Amended and Restated Loan and Security Agreement to Lender pursuant to Section 3.5 of the Loan Agreement. As a result of such termination notice, Lender and Borrower hereby acknowledge that the Obligations shall be paid in full and the commitment of Lender to make any advances under the Loan Agreement shall be irrevocably terminated on or before May 5, 2007. Notwithstanding anything to the contrary in Section 3.5 of the Loan Agreement, Borrower acknowledges and agrees that Lender is entitled to an Early Termination Premium of $250,000, which Early Termination Premium is fully-earned as of January 5, 2006 and shall be due and payable by Borrower in immediately available funds to Lender concurrently with the payment in full of the Obligations; provided, however, the foregoing notwithstanding, the Early Termination Premium shall be (a) reduced to $125,000 if Lender receives evidence satisfactory in its sole and absolute determination that (i) on or before February 28, 2007, Borrower shall have received from institutional lenders, investment funds, prospective buyers, or other sources of capital one or more letters of intent and/or term sheets involving funding sufficient to repay in full in cash all of the Obligations (such letters of intent and/or term sheets, the “Termination Proposal Letters”) and (ii) on or before March 31, 2007, Borrower shall have received from institutional lenders, investment funds, prospective buyers, or other sources of capital one or more signed commitment letters involving funding sufficient to repay in full in cash all of the Obligations (such signed commitment letters, the “Termination Commitment Letters”) and (b) waived in its entirety if Lender receives evidence satisfactory in its sole and absolute determination that (i) on or before February 15, 2007, Borrower shall have received the Termination Proposal Letters and (ii) on or before March 15, 2007, Borrower shall have received the Termination Commitment Letters.