Acknowledgment of the Company Clause Samples

Acknowledgment of the Company. In connection with the Director Resignation, the Company hereby authorizes, ratifies, acknowledges and approves (i) that certain issuance of 25,000,000 shares of common stock of the Company to the Director as compensation in his capacity as a member of the Board as set forth in the Board Meeting Minutes dated February 27, 2019 (the “Compensation Shares”). Such Compensation Shares shall be delivered to the Director on or before June 30, 2019, and (ii) amounts due and owing to the Director totaling $35,000.00 for management services provided by the Director to the Company for the period commencing November 15, 2018 to April 30, 2019.
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Acknowledgment of the Company. The Company acknowledges that it has conducted to its satisfaction an independent investigation and verification of the condition (financial and otherwise), results of operations, assets, liabilities, properties and projected operations of the Parent and Bank, and in making its determination to proceed with the transactions contemplated by this Agreement, the Company has relied on the results of their own independent investigation and verification, and the Company has relied only on those representations and warranties of the Parent, Bank and Merger Sub expressly and specifically set forth in Article IV of this Agreement (as modified by the Disclosure Schedules hereto, as supplemented or amended). Such representations and warranties by the Parent, Bank and Merger Sub constitute the sole and exclusive representations and warranties of such Parties to the Company in connection with the transactions contemplated hereby, and the Company understands, acknowledges and agrees that all other representations and warranties of any kind or nature, express or implied (including any relating to the future or historical financial condition, results of operations, assets or Liabilities of the Parent, Bank or Merger Sub) are specifically disclaimed by the Parent, Bank and Merger Sub
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Acknowledgment of the Company. The Company acknowledges and agrees that: (i) Richard R. Chang was the sole member of the Board throughout the Rel▇▇▇▇▇ ▇▇▇▇▇▇, (▇i) the Releasing Party was not a member of the Board at any time during the Relevant Period, (iii) the Releasing Party had no legal right to be a Board member during the Relevant Period and, in the event that it is subsequently determined that, for whatever reason, the Releasing Party had or may have had a legal right to be a Board member, by his signature below the Releasing Party hereby irrevocably waives any claim that, based upon any act or omission on the part of the Company or the Releasing Party during the Relevant Period, he was or is a ember of the Board or has any right to be a member of the Board in the future.
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Acknowledgment of the Company. The Company hereby acknowledges and agrees that, pursuant to this Amendment and the Registration Rights Agreement as amended hereby, RFM shall be a Holder (as defined in the Registration Rights Agreement) and entitled to all rights of a Holder under the Registration Rights Agreement.
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Acknowledgment of the Company. The Company acknowledges that most of the commitments that the Company is making under this Section 4 would be required of the Company notwithstanding this Agreement based on the May Note and Security Agreement.
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Acknowledgment of the Company. The Company hereby acknowledges and agrees that: (a) the Company has no defense, offset or counterclaim with respect to the payment of any sum owed to the Bank, or with respect to the performance or observance of any warranty or covenant contained in the Credit Agreement; and (b) the Bank has performed all obligations and duties owed to the Company through the date hereof.
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Related to Acknowledgment of the Company

  • Acknowledgment of Obligations I acknowledge that my obligations under this Agreement are in addition to, and do not limit, any and all obligations concerning the same subject matter arising under any applicable law including, without limitation, common law duties of loyalty and common law and statutory law relating to trade secrets.

  • Acknowledgment and Consent Each Guarantor hereby acknowledges that it has reviewed the terms and provisions of the Credit Agreement and this Amendment and consents to the amendment of the Credit Agreement effected pursuant to this Amendment. Each Guarantor hereby confirms that each Credit Document to which it is a party or otherwise bound and all Collateral encumbered thereby will continue to guarantee or secure, as the case may be, to the fullest extent possible in accordance with the Credit Documents the payment and performance of all “Obligations” under each of the Credit Documents to which is a party (in each case as such terms are defined in the applicable Credit Document). Each Guarantor acknowledges and agrees that any of the Credit Documents to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable and shall not be impaired or limited by the execution or effectiveness of this Amendment. Each Guarantor represents and warrants that all representations and warranties contained in the Amended Agreement and the Credit Documents to which it is a party or otherwise bound are true and correct in all material respects on and as of the First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true and correct in all material respects on and as of such earlier date. Each Guarantor acknowledges and agrees that (i) notwithstanding the conditions to effectiveness set forth in this Amendment, such Guarantor is not required by the terms of the Credit Agreement or any other Credit Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement.

  • Acknowledgment of Guarantors The Guarantors acknowledge and consent to all of the terms and conditions of this Amendment and agree that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge the Guarantors’ obligations under the Credit Documents.

  • Acknowledgment of Rights The Company agrees that, with respect to any Debentures held by the Trust or the Institutional Trustee of the Trust, if the Institutional Trustee of the Trust fails to enforce its rights under this Indenture as the holder of Debentures held as the assets of such Trust after the holders of a majority in Liquidation Amount of the Capital Securities of such Trust have so directed such Institutional Trustee, a holder of record of such Capital Securities may, to the fullest extent permitted by law, institute legal proceedings directly against the Company to enforce such Institutional Trustee's rights under this Indenture without first instituting any legal proceedings against such trustee or any other Person. Notwithstanding the foregoing, if an Event of Default has occurred and is continuing and such event is attributable to the failure of the Company to pay interest (or premium, if any) or principal on the Debentures on the date such interest (or premium, if any) or principal is otherwise payable (or in the case of redemption, on the redemption date), the Company agrees that a holder of record of Capital Securities of the Trust may directly institute a proceeding against the Company for enforcement of payment to such holder directly of the principal of (or premium, if any) or interest on the Debentures having an aggregate principal amount equal to the aggregate Liquidation Amount of the Capital Securities of such holder on or after the respective due date specified in the Debentures.

  • Acknowledgment and Agreement By execution below, the Seller expressly acknowledges and consents to the pledge, assignment and Grant of a security interest in the Receivables, the other Transferred Assets and the Issuer’s rights under this Agreement by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders. In addition, the Seller hereby acknowledges and agrees that for so long as the Notes are outstanding, the Indenture Trustee will have the right to exercise all powers, privileges and claims of the Issuer under this Agreement in the event that the Issuer shall fail to exercise the same.