Tax and Legal Sample Clauses

Tax and Legal. You acknowledge that you are not relying upon Company or anyone representing Company for legal or tax advice, representations or warranties (and you acknowledge that none has been given) in connection with this Award agreement and the Plan benefits, rights, interests and obligations. Company does not represent or warrant compliance with the requirements applicable to nonqualified deferred compensation under Section 409A of the Code and will have no liability to you or any other person if the Plan or this Award fails to satisfy the requirements of Section 409A of the Code. You acknowledge your right to consult (at your personal expense) with personal legal and tax advisors for all aspects of the Plan and this Award agreement. The Company or an Affiliate will have the right to deduct and withhold from the amounts paid pursuant to the Plan and this Award agreement or from compensation otherwise payable to you, such amounts as may be necessary to satisfy the Company’s withholding obligations to federal, state, local and foreign tax authorities.
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Tax and Legal. Participant is not relying upon Company or anyone representing Company for legal or tax advice, representations or warranties (and acknowledges that none has been given) in connection with this Agreement and the Plan benefits, rights, interests and obligations. Participant acknowledges his/her right to consult (at his/her personal expense) with personal legal and tax advisors for all aspects of the Plan and this Agreement. Company makes no representation and the Company shall have no liability to any Participant or any other person if any Separation Benefits or Other Benefits provided pursuant to the terms of the Plan are determined to constitute "nonqualified deferred compensation" within the meaning of Section 409A of the Code and the payment terms of such Separation Benefits do not satisfy the additional conditions applicable to nonqualified deferred compensation under Section 409A of the Code and Section 4.3 of the Plan.
Tax and Legal. The Shareholder has, to the extent he deems necessary, received independent tax and legal advice from attorneys and tax professionals of his choice with respect to the advisability of executing this Agreement.
Tax and Legal. Consequences The account owner acknowledges that establishing a XXX account creates tax and legal consequences and understands that he or she is solely responsible for consulting with an independent tax or legal advisor prior to establishing a XXX account. MFSC cannot advise whether the XXX designation is appropriate for the account owner’s tax or estate planning. Account owner’s signature on the XXX Registration Form constitutes the owner’s acknowledgement that neither MFSC nor any of its employees or representatives has furnished such advice.
Tax and Legal. (i) Frito-Lay Spain $40,000 (ii) Frito-Lay Portugal $20,000 (iii) Pepsi-Cola Portugal $20,000 (iv) Pepsi-Cola Italy $20,000 2. Franchise Bottling operation management: $600,000 (for Spain) $200,000 (for Cyprus and Xxxxxx out of Greece) The fees outlined above are quoted exclusive of VAT, which shall be added if applicable.
Tax and Legal. Service Provider shall ensure that each Service Recipient complies with applicable tax laws and shall draft and review contracts, agreements and other documents, maintain corporate books and records, and ensure regulatory compliance with respect to each Service Recipient.

Related to Tax and Legal

  • No Legal Advice From the Company The Investor acknowledges that it had the opportunity to review this Agreement and the transactions contemplated by this Agreement with his or its own legal counsel and investment and tax advisors. The Investor is relying solely on such counsel and advisors and not on any statements or representations of the Company or any of its representatives or agents for legal, tax or investment advice with respect to this investment, the transactions contemplated by this Agreement or the securities laws of any jurisdiction.

  • Independent Legal and Tax Advice Optionee acknowledges that the Company has advised Optionee to obtain independent legal and tax advice regarding the grant and exercise of the Option and the disposition of any Shares acquired thereby.

  • No Legal Advice from Company Subscriber acknowledges it has had the opportunity to review this Agreement and the transactions contemplated by this Agreement and the other agreements entered into between the parties hereto with Subscriber’s own legal counsel and investment and tax advisors. Except for any statements or representations of the Company made in this Agreement and the other agreements entered into between the parties hereto, Subscriber is relying solely on such counsel and advisors and not on any statements or representations of the Company or any of its representatives or agents for legal, tax or investment advice with respect to this investment, the transactions contemplated by this Agreement or the securities laws of any jurisdiction.

  • Independent Legal Advice Each of the Parties hereby acknowledges that it has been afforded the opportunity to obtain independent legal advice and confirms by the execution and delivery of this Agreement that they have either done so or waived their right to do so in connection with the entering into of this Agreement.

  • All Legal Provisions Deemed Included It is the intent and understanding of the Contractor and NYSERDA that each and every provision of law required by the laws of the State of New York to be contained in this Agreement shall be contained herein, and if, through mistake, oversight or otherwise, any such provision is not contained herein, or is not contained herein in correct form, this Agreement shall, upon the application of either NYSERDA or the Contractor, promptly be amended so as to comply strictly with the laws of the State of New York with respect to the inclusion in this Agreement of all such provisions.

  • Certain Legal Matters The choice of laws of the State of New York as the governing law of this Agreement and the Deposit Agreement is a valid choice of law under the laws of Canada and may be honored by courts located in Canada. The Company has the power to submit, and pursuant to Section 9.7 of this Agreement, has legally, validly, effectively and irrevocably submitted, to the non-exclusive jurisdiction of the courts provided for in Section 9.7 hereof, and service of process effected in the manner provided for in Section 9.7 will be effective to confer valid personal jurisdiction over the Company as provided therein. Except as disclosed in the Disclosure Package and the Prospectus, any final judgment for a fixed sum of money rendered by a New York Court having jurisdiction under its own domestic laws in respect of any suit, action or proceeding against the Company based upon this Agreement or the Deposit Agreement may be recognized and enforced by courts located in Canada. There is no bilateral arrangement between Canada and the United States for the recognition of foreign judgments, however the laws of Canada permit an action to be brought in a court of competent jurisdiction in Canada to recognize and declare enforceable a final and conclusive judgment of a New York Court of a sum certain against and respecting the obligations of the Company under this Agreement or the Deposit Agreement that is not impeachable as void or voidable under the internal laws of the State of New York, provided that such Canadian court is satisfied that (i) the parties to the proceeding enforcing the judgment of the New York Court are identical to those in the original New York Court proceedings; (ii) the New York Court issuing the judgment exercised jurisdiction which Canadian courts recognize had jurisdiction in the matter, and the Company either submitted to such jurisdiction or was resident or carrying on business within such jurisdiction and was duly served with process; (iii) the judgment given by the New York Court was not in respect of penalties, taxes, fines or similar fiscal or revenue obligations of the Company; (iv) in obtaining judgment there was no fraud on the part of the person in whose favor judgment was given or on the part of the New York Court; (v) recognition or enforcement of the judgment in Canada would not be contrary to public policy; and (vi) the proceedings pursuant to which judgment was obtained were not contrary to natural justice.

  • No Legal Advice Client further agrees and understands that although documents and filings prepared by GPT are reviewed by its General Counsel, GPT has not and does not render legal advice or offer legal assistance. All requests for legal advice by Client will be referred to legal counsel for a proper legal opinion. Accordingly, no statements or representations by GPT should be construed to be legal advice, and GPT advises Client to always consult with own its attorney regarding the legalities of all investment offerings, registrations and filings.

  • No Tax or Legal Advice Such Purchaser understands that nothing in this Agreement, any other Transaction Document or any other materials presented to such Purchaser in connection with the purchase and sale of the Securities constitutes legal, tax or investment advice. Such Purchaser has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its purchase of Securities.

  • Printing of Agreement The Employer and the Union will share equally the cost of printing sufficient copies of this Agreement for distribution by the Union. The content of the cover to this Agreement shall be determined by mutual agreement between the parties.

  • Advice of Legal Counsel Each party acknowledges and represents that, in executing this Agreement, it has had the opportunity to seek advice as to its legal rights from legal counsel and that the person signing on its behalf has read and understood all of the terms and provisions of this Agreement. This Agreement shall not be construed against any party by reason of the drafting or preparation thereof.

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