Further Acknowledgement Sample Clauses
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Further Acknowledgement. The parties to this Amendment agree and acknowledge that certain Locked-Up Holders are executing this Amendment as investment advisors for, and on behalf of, certain investment funds and institutional separate accounts. Notwithstanding the foregoing, by executing this Amendment, each such Locked-Up Holder executing this Amendment in such capacity further represents and warrants to the other Locked-Up Holders that (i) it has the requisite power and authority to agree to all of the matters set forth in this Amendment with respect to the Emmis securities such Locked-Up Holder beneficially owns in its capacity as investment advisor with discretionary authority, (ii) it has the full authority on behalf of all such funds and accounts to vote, transfer and hold all the Emmis securities such Locked-Up Holder beneficially owns, and (iii) it has all requisite power and authority to enter into this Amendment and to perform its respective obligations under, this Amendment, on behalf of each such fund.
Further Acknowledgement. The parties to this Agreement agree and acknowledge that certain Locked-Up Holders are executing this Agreement as investment advisors for, and on behalf of, certain investment funds identified on such Locked-Up Holders’ signature pages. Notwithstanding the foregoing, by executing this Agreement, each such Locked-Up Holder executing this Agreement in such capacity further represents and warrants to the other Locked-Up Holders that (i) it has the requisite power and authority to agree to all of the matters set forth in this Agreement with respect to the Company securities such Locked-Up Holder beneficially owns (including those set forth on its signature page), (ii) it has the full authority on behalf of all such funds to vote, transfer and hold all the Company securities such Locked-Up Holder beneficially owns, and (iii) it has all requisite power and authority to enter into this Agreement and to perform its respective obligations under, this Agreement, on behalf of each such fund. In Witness Whereof, each of the parties hereto has caused this Agreement to be executed and delivered by its duly authorized officer as of the date first above written. LOCKED-UP HOLDER By: Name: Title: Address: City/State/Zip: Country: Telecopy: Convertible Notes Beneficially Owned by Such Locked-Up Holder: Preferred Shares Beneficially Owned by Such Locked-Up Holder: Common Shares Beneficially Owned by Such Locked-Up Holder:
Further Acknowledgement. The parties to this Agreement agree and acknowledge that certain Locked-Up Holders are executing this Agreement as investment advisors for, and on behalf of, certain investment funds identified on such Locked-Up Holders' signature pages. Notwithstanding the foregoing, by executing this Agreement, each such Locked-Up Holder executing this Agreement in such capacity further represents and warrants to the other Locked-Up Holders that (i) it has the requisite power and authority to agree to all of the matters set forth in this Agreement with respect to the Company securities such Locked-Up Holderbeneficially owns (including those set forth on its signature page), (ii) it has the full authority on behalf of all such funds to vote, transfer and hold all the Company securities such Locked-Up Holder beneficially owns, and (iii) it has all requisite power and authority to enter into this Agreement and to perform its respective obligations under, this Agreement, on behalf of each such fund. * * * * * [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Further Acknowledgement. Executive has read and carefully considered this Agreement, has had an opportunity to ask questions about it and has had any questions answered to his satisfaction. Further, the Company has indicated that Executive is free to discuss this Agreement with Executive’s spouse and Executive’s attorney. Executive is signing this Agreement knowledgeably, voluntarily and without coercion of any kind.
Further Acknowledgement. The mere act of running a diagnostic, while not expressly prohibited by FARES, shall in no way be construed to be a grant of further license by FARES to Licensee in the Licensed Data or FARES software beyond that expressed in this license.
Further Acknowledgement. I understand and accept the terms set forth in this Agreement, including, but not limited to, the condition that my employment is not for any definite period of time, but may be terminated by me or by Infodata at any time and for any reason which is not specifically prohibited by state or federal law. I further understand that my employment may be terminated by Infodata, in its sole discretion, if I have misstated, misrepresented or omitted any material fact in my application for employment or in any related documentation or information provided by me, whether verbally or in writing, to Infodata.
Further Acknowledgement. (a) EQUITYHOLDER ACKNOWLEDGES THAT BEFORE SIGNING THIS AGREEMENT EQUITYHOLDER WAS GIVEN AN OPPORTUNITY TO READ IT, AND CAREFULLY EVALUATE IT. EQUITYHOLDER ALSO ACKNOWLEDGES THAT EQUITYHOLDER HAS THE RIGHT TO HAVE THIS AGREEMENT REVIEWED BY AN ATTORNEY OF EQUITYHOLDER’S CHOOSING AND THAT BUYER WAS PREPARED TO GIVE EQUITYHOLDER A REASONABLE PERIOD OF TIME TO DO SO IF EQUITYHOLDER SO DESIRED. ACCORDINGLY, BY EQUITYHOLDER’S SIGNATURE ON THIS AGREEMENT, EQUITYHOLDER ACKNOWLEDGES THAT EQUITYHOLDER UNDERSTANDS ITS TERMS AND EFFECTS AND HAS VOLUNTARILY ACCEPTED THOSE TERMS AND EFFECTS IN ORDER TO INDUCE BUYER TO ENTER INTO THIS AGREEMENT AND CONSUMMATE THE TRANSACTIONS CONTEMPLATED BY THE PURCHASE AGREEMENT. THIS AGREEMENT MAY BE CHANGED ONLY BY WRITTEN NOTICE AS AGREED UPON BY THE PARTIES.
(b) THIS AGREEMENT NEITHER IMPLIES NOR ESTABLISHES THAT EQUITYHOLDER WILL BE EMPLOYED BY BUYER OR ANY OF ITS AFFILIATES FOR ANY DEFINITE PERIOD OF TIME. THIS AGREEMENT SHALL NOT BE CONSTRUED TO ESTABLISH OR AFFORD ANY RIGHT TO CLAIM SPECIFIC COMPENSATION OR OTHER EQUITYHOLDER BENEFITS.
(c) IN THE EVENT THAT THE PURCHASE AGREEMENT TERMINATES, THE ACQUISITION DOES NOT CLOSE OR THE EFFECTIVE DATE DOES NOT OCCUR, THIS AGREEMENT WILL BE NULL AND VOID AND NOT IN EFFECT.
Further Acknowledgement. In addition to having been informed of his revocation right as set forth in Section 20 hereof, Separating Employee hereby acknowledges that, prior to his signing the Agreement, he was informed by the Company that he may review this Agreement and consider its terms for a period of twenty-one (21) days following the date of its signing and delivery by the Company as indicated below, after which, if not signed and delivered by Separating Employee to the Company, it would no longer be effective as to the Company (and would be rescinded by the Company automatically), without further action or notice whatsoever. Separating Employee also acknowledges that he has been informed by the Company that he may discuss this Agreement with an attorney of his choice (subject to the confidentiality requirements of Section 9) and Separating Employee had an opportunity to do so. Separating Employee affirms that he has carefully read this entire Agreement, that he possesses sufficient education and/or experience to fully understand the extent and impact of its provisions, and that he enters into this Agreement of his own free will with the intention of being legally bound.
Further Acknowledgement. We acknowledge and agree that (i) all of the assurances contained in this Certificate are for the benefit of the Issuer, the Indenture Trustee, and the Servicer as third-party beneficiaries hereof, (ii) copies of this Certificate and any information contained herein may be provided to the Issuer, the Indenture Trustee, the Servicer, affiliates of any of the foregoing parties and to each of the foregoing parties’ respective counsel for purposes of making the determinations described above and (iii) any acquisition or transfer of the Bonds by us that is not in accordance with the provisions of this Certificate shall be null and void from the beginning, and of no legal effect.
Further Acknowledgement. Executive has read and carefully considered this Separation Agreement and the general release it contains, has had an opportunity to ask questions about it and has had any questions answered to his satisfaction. Further the Company has indicated that Executive is free to discuss this Separation Agreement with his family and his attorney. Executive is signing this Separation Agreement knowledgably, voluntarily and without coercion of any kind.