Covenants and Acknowledgements of the Parties Sample Clauses

Covenants and Acknowledgements of the Parties. 5.1 The Seller will promptly pay (from the cash portion of the Purchase Price) any sales and excise tax which may be exigible as a result of the transactions contemplated in this Agreement. 5.2 The Seller acknowledges that the purchase of the Shares is a speculative investment, that the Shares are issued pursuant to an exemption from the prospectus and registration requirements of applicable legislation and that accordingly, the Shares will be subject to restrictions on resale until such time as the appropriate hold period has been satisfied; a further statutory exemption may be relied upon or an appropriate discretionary order is obtained pursuant to applicable securities laws. 5.3 The Seller acknowledges that he has been advised to consult a legal advisor to determine the extent of the applicable hold period and the possibility of utilizing any further statutory exemption or obtaining of a discretionary order and that the Shares may be required to be legended with a 12 month hold period. 5.4 The Seller confirms that the no representations or warranties have been made to it concerning the future value of the Shares and the Shares are not being acquired as a result of any information about the material affairs of Purchaser not generally known to the public, save knowledge of this particular transaction. 5.5 The Seller agrees to execute and deliver such further documents as The Alberta Stock Exchange may require, including without limitation, a Private Placement Questionnaire and Undertaking.
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Covenants and Acknowledgements of the Parties. 3.1 Failure to Pay Purchase Price or Payment of Purchase Price in Full
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Covenants and Acknowledgements of the Parties 
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Related to Covenants and Acknowledgements of the Parties

  • ACKNOWLEDGEMENTS OF THE PARTIES Notwithstanding anything in this Agreementto the contrary, the parties hereto hereby acknowledge and agree to the following: (i) the Investormakes no representations or covenants that it will not engage in trading in the securities of the Company, other than the Investor will not sell short the Company's common stock at any time during this Agreement; (ii) the Company shall, by 8:30 a.m. Boston Time on the trading day following the date hereof, file a current report on Form 8-K disclosing the material terms of the transactions contemplated hereby and in the other Equity Line Transaction Documents; (iii) the Company has not and shall not provide material non-public information to the Investorunless prior thereto the Investorshall have executed a written agreement regarding the confidentiality and use of such information; and (iv) the Company understands and confirms that the Investorwill be relying on the acknowledgements set forth in clauses (i) through (iii) above if the Investoreffects any transactions in the securities of the Company. Your signature on this Signature Page evidences your agreement to be bound by the terms and conditions of the Investment Agreement and the Registration Rights Agreement as of the date first written above. The undersigned signatory hereby certifies that he has read and understands the Investment Agreement, and the representations made by the undersigned in this Investment Agreement are true and accurate, and agrees to be bound by its terms. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Director By:/s/ J. ▇▇▇▇ ▇▇▇▇▇ J. ▇▇▇▇ ▇▇▇▇▇, CEO

  • Covenants and Agreements of the Parties The Parties covenant and agree as follows:

  • Covenants and Additional Agreements 5.1. ACCESS; CONFIDENTIALITY.

  • Representations and Warranties by the Executive The Executive represents and warrants to the Employer that the execution and delivery by the Executive of this Agreement do not, and the performance by the Executive of the Executive's obligations hereunder will not, with or without the giving of notice or the passage of time, or both: (a) violate any judgment, writ, injunction, or order of any court, arbitrator, or governmental agency applicable to the Executive; or (b) conflict with, result in the breach of any provisions of or the termination of, or constitute a default under, any agreement to which the Executive is a party or by which the Executive is or may be bound.

  • Representations and Warranties of the Executive The Executive represents and warrants to the Company as follows: (a) This Agreement, upon execution and delivery by the Executive, will be duly executed and delivered by the Executive and (assuming due execution and delivery hereof by the Company) will be the valid and binding obligation of the Executive enforceable against the Executive in accordance with its terms. (b) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby nor the performance of this Agreement in accordance with its terms and conditions by the Executive (i) requires the approval or consent of any governmental body or of any other person or (ii) conflicts with or results in any breach or violation of, or constitutes (or with notice or lapse of time or both would constitute) a default under, any agreement, instrument, judgment, decree, order, statute, rule, permit or governmental regulation applicable to the Executive. Without limiting the generality of the foregoing, the Executive is not a party to any non-competition, non-solicitation, no hire or similar agreement that restricts in any way the Executive’s ability to engage in any business or to solicit or hire the employees of any person. The representations and warranties of the Executive contained in this Section 9 shall survive the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby.