Company Uses in Acknowledgements Clause

Acknowledgements from Employment Agreement

This Employment Agreement (this "Agreement") is made and entered into on May 17, 2017 (the "Effective Date") by and between iFresh Inc. (the "Company") and Alfred Chung-Chieh Ying ("Executive"). The Company and Executive are hereinafter collectively referred to as the "Parties", and individually referred to as a "Party".

Acknowledgements. Executive acknowledges and agrees that his services to the Company pursuant to this Agreement are unique and extraordinary and that in the course of performing such services Executive shall have access to and knowledge of significant confidential, proprietary, and trade secret information belonging to the Company. Executive agrees that the covenant not to compete and the nonsolicitation obligations imposed by this Section 2 are reasonable in duration, geographic area, and scope and are necessary to protect the Company's legitimate business interests in its goodwill, its confidential, proprietary, and trade secret information, and its investment in the unique and extraordinary services to be provided by Executive pursuant to this Agreement. If, at the time of enforcement of this Section 2, a court holds that the covenant not to compete and/or the nonsolicitation obligations described herein are unreasonable or unenforceable under the circumstances then existing, then the Parties agree that the maximum duration, scope, and/or geographic area legally permissible under such circumstances will be substituted for the duration, scope and/or area stated herein.

Acknowledgements from Non Competition and Non Solicitation Agreement

This Corporate Executive Confidentiality, Non-Competition and Non-Solicitation Agreement (Agreement) is made by and between Zimmer, Inc., a corporation having its principal headquarters in Warsaw, Indiana, and (Employee).

Acknowledgements. Employee acknowledges that Company is engaged in the highly competitive business of the development, manufacture, distribution, and sale of orthopedic- and musculoskeletal-related medical and surgical devices, products, and services, including but not limited to hip, knee, trauma, extremities, craniomaxillofacial, thoracic, dental rehabilitation, spine, microfixation, bone healing, bone cement, surgical, sports medicine, orthopedic diagnostic (including unique diagnostic products developed for or by Company) and/or biologics devices, products, processes and services, and that Employee serves or will serve in an executive and/or high-level managerial capacity for Company and in that capacity Employee has and/or will have access to and has and/or will gain knowledge of substantial trade secrets and confidential information of Company.

Acknowledgements from Engagement Agreement

This letter agreement (this "Agreement") is to confirm the engagement by Akoustis Technologies, Inc. and its subsidiaries and affiliates (the "Company" or "you") of Drexel Hamilton, LLC ("Drexel Hamilton") as its non-exclusive financial advisor and lead placement agent in connection with an institutional equity capital raise(s) ("each a Transaction" and each an "Offering") to include other broker dealers mutually acceptable to the Company and Drexel Hamilton ("Assisting BDs").

Acknowledgements. Company (organization) values">The Company acknowledges that Drexel Hamilton and its affiliates are involved in a wide range of banking, investment banking, private banking, private equity, asset management and other investment and financial businesses and services, both for its own account and for the accounts of clients and customers. Drexel Hamilton and its affiliates provide a full range of securities services, including securities trading and brokerage activities. Drexel Hamilton and its affiliates may acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of the Company and any other company that may be involved in the transactions and other matters contemplated by this Agreement, as well as provide investment banking and other financial services to such companies. Drexel Hamilton and its affiliates may have interests, or be engaged in a broad range of transactions involving interests, that differ from those of the Company. The Company acknowledges and agrees that Drexel Hamilton has no obligation to disclose such interests or transactions (or information relating thereto) to the Company. The Company expressly acknowledges and agrees that Drexel Hamilton's obligations hereunder are on a reasonable best efforts basis only and that the execution of this Agreement does not constitute a commitment by Drexel Hamilton and its affiliates to purchase any portion of any Transaction and does not ensure the successful placement of any Transaction or any portion thereof or the success of Drexel Hamilton or its affiliates with respect to securing any other financing on behalf of the Company. The Company further acknowledges and agrees that Drexel Hamilton has been retained solely to provide the services set forth in this Agreement and that no fiduciary or agency relationship between the Company and Drexel Hamilton has been created in respect of Drexel Hamilton's engagement hereunder, regardless of whether Drexel Hamilton has advised or is advising the Company on other matters. In connection with this engagement, Drexel Hamilton is acting as an independent contractor, with obligations owing solely to the Company and not in any other capacity. The Company understands that Drexel Hamilton is not undertaking to provide any legal, accounting or tax advice in connection with this agreement. Drexel Hamilton shall not be responsible for the underlying business decision of the Company to effect the transactions contemplated by this Agreement or for the advice or services provided by any of the Company's other advisors or contractors.

Acknowledgements from Engagement Agreement

This letter agreement (this "Agreement") is to confirm the engagement by Akoustis Technologies, Inc. and its subsidiaries and affiliates (the "Company" or "you") of Northland Securities, Inc. ("Northland") as its non-exclusive financial advisor in connection with an institutional equity capital raise(s) ("each a Transaction" and each an "Offering").

Acknowledgements. Company (organization) values">The Company acknowledges that Northland and its affiliates are involved in a wide range of banking, investment banking, private banking, private equity, asset management and other investment and financial businesses and services, both for its own account and for the accounts of clients and customers. Northland and its affiliates provide a full range of securities services, including securities trading and brokerage activities. Northland and its affiliates may acquire, hold or sell, for its own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of the Company and any other company that may be involved in the transactions and other matters contemplated by this Agreement, as well as provide investment banking and other financial services to such companies. Northland and its affiliates may have interests, or be engaged in a broad range of transactions involving interests, that differ from those of the Company. The Company acknowledges and agrees that Northland has no obligation to disclose such interests or transactions (or information relating thereto) to the Company. The Company expressly acknowledges and agrees that Northland's obligations hereunder are on a reasonable best efforts basis only and that the execution of this Agreement does not constitute a commitment by Northland and its affiliates to purchase any portion of any Transaction and does not ensure the successful placement of any Transaction or any portion thereof or the success of Northland or its affiliates with respect to securing any other financing on behalf of the Company. The Company further acknowledges and agrees that Northland has been retained solely to provide the services set forth in this Agreement and that no fiduciary or agency relationship between the Company and Northland has been created in respect of Northland's engagement hereunder, regardless of whether Northland has advised or is advising the Company on other matters. In connection with this engagement, Northland is acting as an independent contractor, with obligations owing solely to the Company and not in any other capacity. The Company understands that Northland is not undertaking to provide any legal, accounting or tax advice in connection with this agreement. Northland shall not be responsible for the underlying business decision of the Company to effect the transactions contemplated by this Agreement or for the advice or services provided by any of the Company's other advisors or contractors.

Acknowledgements from Performance Unit Agreement

Acknowledgements. By indicating acceptance of the Award through the Companys online acceptance procedure, you acknowledge that: (a) you have received, and understand and agree to the terms of, this Agreement and the Plan (including any exhibits to each document), (b) you accept the Award on the terms and conditions set forth in this Agreement and the Plan (including any exhibits to each document), and (c) this Agreement and the Plan (including any exhibits to each document) set forth the entire understanding between you and the Company regarding the rights to acquire the Shares subject to this Award and supersede all prior oral and written agreements with respect thereto.

Acknowledgements from Restricted Share Unit Agreement

Acknowledgements. By indicating acceptance of the Award through the Companys online acceptance procedure, you acknowledge that: (a) you have received, and understand and agree to the terms of, this Agreement and the Plan (including any exhibits to each document), (b) you accept the Award on the terms and conditions set forth in this Agreement and the Plan (including any exhibits to each document), and (c) this Agreement and the Plan (including any exhibits to each document) set forth the entire understanding between you and the Company regarding the rights to acquire the Shares subject to this Award and supersede all prior oral and written agreements with respect thereto.

Acknowledgements from Restricted Share Unit Agreement

Acknowledgements. By indicating acceptance of the Award through the Companys online acceptance procedure, you acknowledge that: (a) you have received, and understand and agree to the terms of, this Agreement and the Plan (including any exhibits to each document), (b) you accept the Award on the terms and conditions set forth in this Agreement and the Plan (including any exhibits to each document), and (c) this Agreement and the Plan (including any exhibits to each document) set forth the entire understanding between you and the Company regarding the rights to acquire the Shares subject to this Award and supersede all prior oral and written agreements with respect thereto.

Acknowledgements from Executive Employment Agreement

This Executive Employment Agreement (this "Agreement") is made and entered into as of June 10, 2015 by and between Avenue Therapeutics, Inc. (the "Company") and Lucy Lu, M.D. ("Executive"). The Company and Executive are hereinafter collectively referred to as the "Parties", and individually referred to as a "Party".

Acknowledgements. Executive acknowledges and agrees that her services to the Company pursuant to this Agreement are unique and extraordinary and that in the course of performing such services Executive shall have access to and knowledge of significant confidential, proprietary, and trade secret information belonging to the Company. Executive agrees that the covenant not to compete and the nonsolicitation obligations imposed by this Section 2 are reasonable in duration, geographic area, and scope and are necessary to protect the Company's legitimate business interests in its goodwill, its confidential, proprietary, and trade secret information, and its investment in the unique and extraordinary services to be provided by Executive pursuant to this Agreement. If, at the time of enforcement of this Section 2, a court holds that the covenant not to compete and/or the nonsolicitation obligations described herein are unreasonable or unenforceable under the circumstances then existing, then the Parties agree that the maximum duration, scope, and/or geographic area legally permissible under such circumstances will be substituted for the duration, scope and/or area stated herein.

ACKNOWLEDGEMENTS from Employment Agreement

This Employment Agreement ("Agreement") is effective October 6, 2016 ("Effective Date"), by and between Xtant Medical Holdings, Inc., a Delaware corporation (the "Company"), and Carl O'Connell, an individual ("Employee").

ACKNOWLEDGEMENTS. Employee acknowledges and agrees that:

Acknowledgements from Investment Agreement

THIS INVESTMENT AGREEMENT (this Agreement), dated as of October 3, 2016 (the Effective Date), is entered into by and between JKD Capital Partners I LTD, a New York corporation (Investor), and IFMI, LLC, a Delaware limited liability company (the Company). Each of the Company and Investor may be referred to herein as a Party and, together, as the Parties.

Acknowledgements. Each of Investor and the Company acknowledge and agree that Investor shall have no role in the management or the day-to-day operations of the Company or JVB and shall not be responsible for (a) any liabilities of the Company or JVB (other than liabilities incurred in connection with the Teams operations that are determined by the Company to be part of Team Expenses), and (b) any legal, regulatory, compliance or other matters of the Company or JVB.