Client Representations and Acknowledgements Sample Clauses

Client Representations and Acknowledgements a. Xytex is a global provider of Donor Sperm services to healthcare professionals and their patients. Xytex strives to protect the anonymity of its medically qualified Donors and adhere to the highest ethical and legal standards in the industry. In order to maintain these high standards, and as additional consideration for Xytex to sell Client cryogenically preserved Donor Sperm, Client hereby represents and acknowledges as follows:
View SourceView Similar (5)
Client Representations and Acknowledgements. The Client represents and/or acknowledges that: (a) this Agreement does not violate any obligations by which the Client is otherwise bound and upon execution and delivery, this Agreement will be binding upon the Client in accordance with its terms; (b) the Client has received Form CRS, ADV Part 2A, and Part 2B, as filed with the Securities and Exchange Commission; (c) the Client has provided via the Website or App all of the information which AMA may require or reasonably request in order to perform its duties hereunder without violating or causing any violation of its fiduciary duties hereunder, or any provision of any applicable law, and promptly will notify AMA, through the Website or App, of any change in the information.
View SourceView Similar (2)
Client Representations and Acknowledgements a. You represent and warrant that: 1) You have the required legal capacity and authority to enter into this Agreement; 2) All the information you have provided (or will provide) in the Profile and, if applicable, when opening an Account or communicating with a MFWM financial planner (including information provided through Aggregation Software) is accurate and complete; 3) You are and will continue to be the owner or co-owner of all your Account assets, and there are, and will continue to be, no restrictions on the pledge, lending, hypothecation, transfer, distribution or sale of such assets; 4) If you are opening an Account for someone else, you are authorized to do so pursuant to the terms of this Agreement; 5) If this is a trust Account, the trust is in existence and you have full authority to enter into this Agreement and all actions taken by you hereunder are in compliance the trust documents and applicable law; 6) If the Retirement Account is maintained on behalf of a plan subject to ERISA, (i) the engagement of MFWM, and any instructions that have been given to MFWM with regard to the Retirement Account, are consistent with applicable plan and trust documents, (ii) that appropriate ERISA bonding is being maintained for the Account as may be required by law and the bonding includes within its coverage MFWM, (iii) the plan document reserves to the plan trustees the right to vote proxies, and (iv) that you are, or duly acting on behalf of, a “named fiduciary” with respect to the control and management of the assets held in the Retirement Account; and 7) If you are opening an Account on behalf of a corporation, partnership, limited liability company or other separate legal entity, such entity is in valid existence, you have full authority to enter into this Agreement, and all actions taken by you hereunder are in compliance with such entity’s organizational and governing documents and applicable law. Furthermore, the entity for which the Account is being opened is not a “government entity,” as defined in Rule 206(4)-5 under the Investment Advisers Act of 1940. b. You acknowledge that: 1) You have received or otherwise been given access to our Form CRS (Client Relationship Summary) and Brochure which describe all the services we offer; 2) Our recommendations and/or transactions in your Account may have tax consequences to you. You are responsible for all tax liabilities arising from transactions and/or other aspects of the Account; 3) You are sufficiently...
View SourceView Similar (2)
Client Representations and Acknowledgements. 9.01 As of the date hereof and for the term of the Agreement: (a) the Advisor represents that it has authority to appoint the Manager to deal with the Portfolio in accordance with the terms of this Agreement; (b) the Client and the Advisor each represents that this Agreement, including without limitation the Investment Guidelines, does not violate, and includes the applicable requirements of, any law, rule or obligation to which the Advisor or the Client, respectively, or the Portfolio is subject; (c) the Client represents that the Portfolio does not contain assets of any employee benefit plan subject to the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the Client is not an employee benefit plan subject to ERISA, and the Client is not entering into this Agreement in a fiduciary capacity under ERISA; (d) the Client represents that it intends to qualify as a “qualified purchaser” within the meaning of Section 2(a)(51) of the 40 Act, and a “qualified institutional buyer” within the meaning of Rule 144A of the Securities Act of 1933, as amended, and will notify the Manager in writing, pursuant to Section 16.02 of this Agreement, at such time Client can provide such representations; (e) the Client represents that it is not an investment company as defined by the 40 Act, and the Portfolio’s assets are not owned by an investment company as defined by the 40 Act; and (f) the Client represents that it is not a commodity pool under Section 1a(10) of the U.S. Commodity Exchange Act, as amended; and the Portfolio does not contain assets of any such issuer or pool. 9.02 The Client and the Advisor each agree to promptly advise the Manager in writing if any of the representations in this Section shall no longer be true. 9.03 The Client and the Advisor acknowledge that they have received, before or at the time of entering into this Agreement, a copy of the Manager's Disclosure Statement and Supplement (Form ADV, Part 2A Firm Brochure and Form ADV, Part 2B Brochure Supplement).
View SourceView Similar (2)
Client Representations and Acknowledgements. The Client represents and/or acknowledges that: (a) this Agreement does not violate any obligations by which the Client is otherwise bound and upon execution and delivery, this Agreement will be binding upon the Client in accordance with its terms; (b) the Client has received Part 2A of Woodbury’s Form ADV;
View Source
Client Representations and Acknowledgements. The Client represents and/or acknowledges that: (a) this Agreement does not violate any obligations by which the Client is otherwise bound and upon execution and delivery, this Agreement will be binding upon the Client in accordance with its terms; (b) the Client has received Part 2 of the Adviser’s Form ADV; (d) the Client has delivered to the Adviser, and from time to time hereafter promptly will deliver to the Adviser, in writing, all of the information which the Adviser may require or reasonably request in order to perform its duties hereunder, and promptly will notify the Adviser, in writing, of any material changes in the information furnished; and (e) the Client is independent of and unrelated to the Adviser and its affiliates.
View Source
Client Representations and Acknowledgements. The Client represents and/or acknowledges that: (a) this Agreement does not violate any obligations by which the Client is otherwise bound and upon execution and delivery, this Agreement will be binding upon the Client in accordance with its terms; (b) the Client has received Part 2A of the Adviser’s Form ADV; (c) the Client has received Part 2A of the third-party investment adviser’s Form ADV; (d) the Client has delivered to the Adviser, and from time to time hereafter promptly will deliver to the Adviser, in writing, all of the information which the Adviser may require or reasonably request in order to perform its duties hereunder, and promptly will notify the Adviser, in writing, of any material changes in the information furnished; and (e) the Client is independent of and unrelated to the Adviser and its affiliates.
View Source
Client Representations and Acknowledgements. The undersigned represents and/or acknowledges that: (a) this Agreement does not violate any obligations by which the undersigned is otherwise bound and has been duly authorized by appropriate action and when so executed and delivered will be binding upon the undersigned in accordance with its terms; (b) the undersigned has reviewed the Client Documentation with a representative of Manager; (c) the undersigned has received Part II of Prime’s Form ADV, as filed with the Securities and Exchange Commission, and a copy of the prospectus for the Synovus Funds; (d) the undersigned has delivered to the Manager, and from time to time hereafter promptly will deliver to the Manager, in writing, all of the information which the Manager may require or reasonably request in order to perform its duties hereunder without violating or causing any violation of its fiduciary duties hereunder, or any provision of any applicable law, and promptly will notify the Manager, in writing, of any change in the information so furnished to it; and (e) the undersigned is independent of and unrelated to STC and Prime and each of their affiliates.
View Source
Client Representations and Acknowledgements. (i) By entering into this Agreement, you represent and warrant to LPL, Advisor and FutureAdvisor that: (i) you have reported full and accurate information during the creation of your Client Profile, (ii) you have made an independent assessment of the services offered and have determined that the services are appropriate for you based on your Client Profile, (iii) your use of the Program and the Investor Portal does not violate any applicable law or regulation, (iv) you will abide by all applicable local, state, national and international laws and regulations when using the Program and the Investor Portal. (ii) Further, by entering into this Agreement, you acknowledge and agree that: (i) you will not use the Program, the Investor Portal or any other feature of the Program for any purpose that is prohibited by this Agreement; (ii) you will not directly or indirectly sublicense, resell, rent, lease, transfer, assign, time share or otherwise make the Investor Portal or the Program available to any third party in violation of this Agreement; (iii) you are not on any governmental sanctions list of prohibited individuals; (iv) you will not, directly or indirectly: (1) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Program or the Investor Portal, except to the limited extent applicable laws specifically prohibit such restriction, (2) modify, translate, or otherwise create derivative works of any part of the Program or the Investor Portal, (3) copy, distribute, or otherwise transfer any or all of the rights that you receive under this Agreement, or (4) use or access the Program or the Investor Portal in order to build a competitive product or service. (iii) If you utilize the householding service of the Program (i.e., the aggregation of accounts held by you and your spouse or spousal equivalent), you hereby acknowledge and agree that: (A) You and your spouse or spousal equivalent (referred to herein as “spouse”) have determined that you both have the same goal(s), the same risk tolerance for such goal(s) and the same investment horizon for such goal(s) in the case of a Retirement Goal or Major Purchase Goal (i.e., number of years until retirement or the major purchase). (B) Householding is based on a single Investment Objective for each goal, taking into account all of your household’s account types selected for that goal to determine where certain asset classes ...
View Source

Related to Client Representations and Acknowledgements

  • Representations and Acknowledgements (a) The Executive hereby represents that he is not subject to any restriction of any nature whatsoever on his ability to enter into this Agreement or to perform his duties and responsibilities hereunder, including, but not limited to, any covenant not to compete with any former employer, any covenant not to disclose or use any non-public information acquired during the course of any former employment or any covenant not to solicit any customer of any former employer. (b) The Executive hereby represents that, except as he has disclosed in writing to the Company, he is not bound by the terms of any agreement with any previous employer or other party to refrain from using or disclosing any trade secret or confidential or proprietary information in the course of the Executive’s employment with the Company or to refrain from competing, directly or indirectly, with the business of such previous employer or any other party. (c) The Executive further represents that, to the best of his knowledge, his performance of all the terms of this Agreement and as an employee of the Company does not and will not breach any agreement with another party, including without limitation any agreement to keep in confidence proprietary information, knowledge or data the Executive acquired in confidence or in trust prior to his employment with the Company, and that he will not knowingly disclose to the Company or induce the Company to use any confidential or proprietary information or material belonging to any previous employer or others. (d) The Executive acknowledges that he will not be entitled to any consideration or reimbursement of legal fees in connection with execution of this Agreement. (e) The Executive hereby represents and agrees that, during the Restricted Period, if the Executive is offered employment or the opportunity to enter into any business activity, whether as owner, investor, executive, manager, employee, independent consultant, contractor, advisor or otherwise, the Executive will inform the offeror of the existence of Sections 10, 11, 12 and 13 of this Agreement and provide the offeror a copy thereof. The Executive authorizes the Company to provide a copy of the relevant provisions of this Agreement to any of the persons or entities described in this Section 24(e) and to make such persons aware of the Executive’s obligations under this Agreement.

  • AUTHORIZATION AND ACKNOWLEDGEMENT I authorize ▇▇▇▇▇ Management to obtain reports from any consumer or criminal record reporting agencies before, during, and after tenancy on matters relating to my Application and Lease with ▇▇▇▇▇ Management and to verify, by all available means, the information in this Application, including criminal background information, income and housing history, and other information reported by any state or federal agency (ex: Social Security Administration). I understand that this authorization cannot be used to obtain any information about me that is not pertinent to my eligibility and continued participation as a qualified applicant or resident.

  • Director’s Representation and Acknowledgment The Director represents to the Company that his execution and performance of this Agreement shall not be in violation of any agreement or obligation (whether or not written) that he may have with or to any person or entity, including without limitation, any prior or current employer. The Director hereby acknowledges and agrees that this Agreement (and any other agreement or obligation referred to herein) shall be an obligation solely of the Company, and the Director shall have no recourse whatsoever against any stockholder of the Company or any of their respective affiliates with regard to this Agreement.

  • Lenders’ Representations, Warranties and Acknowledgment (a) Each Lender represents and warrants that it has made its own independent investigation of the financial condition and affairs of Borrower and its respective Subsidiaries in connection with Credit Extensions hereunder and that it has made and shall continue to make its own appraisal of the creditworthiness of Borrower and its Subsidiaries. No Agent shall have any duty or responsibility, either initially or on a continuing basis, to make any such investigation or any such appraisal on behalf of Lenders or to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Loans or at any time or times thereafter, and no Agent shall have any responsibility with respect to the accuracy of or the completeness of any information provided to Lenders. (b) Each Lender, by delivering its signature page to this Agreement, or an Assignment Agreement or a Joinder Agreement and funding its Tranche A Term Loans, Tranche B Term Loans, New Term Loans and/or Revolving Loans shall be deemed to have acknowledged receipt of, and consented to and approved, each Credit Document and each other document required to be approved by any Agent, Requisite Lenders or Lenders, as applicable on the Original Closing Date, on the First Restatement Date, on the Second Restatement Date, on the Second Amendment and Restatement Joinder Date, on the Third Restatement Date or as of the date of funding of such New Term Loans and/or Revolving Loans.

  • Agreements and Acknowledgments Regarding Shares (i) Counterparty agrees and acknowledges that, in respect of any Shares delivered to Dealer hereunder, such Shares shall be newly issued (unless mutually agreed otherwise by the parties) and, upon such delivery, duly and validly authorized, issued and outstanding, fully paid and nonassessable, free of any lien, charge, claim or other encumbrance and not subject to any preemptive or similar rights and shall, upon such issuance, be accepted for listing or quotation on the Exchange. (ii) Counterparty agrees and acknowledges that Dealer (or an affiliate of Dealer) will hedge its exposure to the Transaction by selling Shares borrowed from third party securities lenders or other Shares pursuant to a registration statement, and that, pursuant to the terms of the Interpretive Letter, the Shares (up to the Initial Number of Shares) delivered, pledged or loaned by Counterparty to Dealer (or an affiliate of Dealer) in connection with the Transaction may be used by Dealer (or an affiliate of Dealer) to return to securities lenders without further registration or other restrictions under the Securities Act of 1933, as amended (the “Securities Act”), in the hands of those securities lenders, irrespective of whether such securities loan is effected by Dealer or an affiliate of Dealer. Accordingly, subject to Paragraph 7(h) below, Counterparty agrees that the Shares that it delivers, pledges or loans to Dealer (or an affiliate of Dealer) on or prior to the final Settlement Date will not bear a restrictive legend and that such Shares will be deposited in, and the delivery thereof shall be effected through the facilities of, the Clearance System. (iii) Counterparty agrees and acknowledges that it has reserved and will keep available at all times, free from preemptive or similar rights and free from any lien, charge, claim or other encumbrance, authorized but unissued Shares at least equal to the Share Cap, solely for the purpose of settlement under the Transaction. (iv) Unless the provisions set forth below under “Private Placement Procedures” are applicable, Dealer agrees to use any Shares delivered by Counterparty hereunder on any Settlement Date to return to securities lenders to close out open securities loans created by Dealer or an affiliate of Dealer in the course of Dealer’s or such affiliate’s hedging activities related to Dealer’s exposure under the Transaction. (v) In connection with bids and purchases of Shares in connection with any Cash Settlement or Net Share Settlement of the Transaction, Dealer shall use its good faith efforts to conduct its activities, or cause its affiliates to conduct their activities, in a manner consistent with the requirements of the safe harbor provided by Rule 10b-18, as if such provisions were applicable to such purchases and any analogous purchases under any Additional Transaction, taking into account any applicable SEC no action letters, as appropriate.