REPRESENTATION AND INDEMNIFICATION Sample Clauses

REPRESENTATION AND INDEMNIFICATION. (a) The COMPANY shall be deemed to make a continuing representation of the accuracy of any and all material facts, material information and data which it supplies to CONSULTANT and the COMPANY acknowledges its awareness that CONSULTANT will rely on such continuing representation in disseminating such information and otherwise performing its public relations functions. (b) CONSULTANT, in the absence of notice in writing from COMPANY, will rely on the continuing accuracy of material, information and data supplied by the COMPANY. (c) COMPANY hereby agrees to indemnify CONSULTANT against, and to hold CONSULTANT harmless from any claims, demands, suits, loss, damages, etc. arising out of CONSULTANT's reliance upon the accuracy and continuing accuracy of such facts, material, data and information unless CONSULTANT has been negligent in fulfilling the duties and obligations hereunder.

REPRESENTATION AND INDEMNIFICATION. Executive hereby represents and warrants that he is not a party to any agreement, whether oral or written, which would prohibit him from being employed by Employer, and Executive further agrees to indemnify and hold Employer, its directors, officers, shareholders and agents, harmless from and against any and all losses, cost or expense of every kind, nature and description (including, without limitation, whether or not suit be brought, all reasonable costs, expenses and fees of legal counsel), based upon, arising out of or otherwise in respect of any breach of such representation and warranty.

REPRESENTATION AND INDEMNIFICATION. (a) The COMPANY shall be deemed to make a continuing representation of the accuracy of any and all material facts, material information, and material data which it supplies to CONSULTANT and the COMPANY acknowledges its awareness that CONSULTANT will rely on such continuing representation in disseminating such information and otherwise performing their public relations functions. (b) CONSULTANT, in the absence of notice in writing from COMPANY, will rely on the continuing accuracy of material, information, and data supplied by the COMPANY. (c) COMPANY hereby agrees to indemnify CONSULTANT against, and to hold CONSULTANT harmless from, any claims, demands, suits, loss, damages, and etc. arising out of CONSULTANT's reliance upon the accuracy and continuing accuracy of such material facts, material information, and material data, unless CONSULTANT has been negligent in fulfilling its duties and obligations hereunder. (d) COMPANY hereby agrees to indemnify CONSULTANT against, and to hold CONSULTANT harmless from, any claims, demands, suits, losses, damages, etc. arising out of CONSULTANT's reliance on the information supplied to CONSULTANT by the COMPANY and approved for public disclosure, unless CONSULTANT has been negligent in fulfilling their duties and obligations hereunder.

REPRESENTATION AND INDEMNIFICATION. (a) Client shall be deemed to make a continuing representation of the accuracy of any and all material facts, information and data which Client supplies to Consultant or Consultant's Professionals, and Client acknowledges its awareness that Consultant and Consultant's Professionals will rely on such continuing representation in disseminating such information and otherwise performing its public relations functions. (b) Consultant, in the absence of written notice from Client, may rely upon the continuing occurrence of material information and data supplied by Client. (c) Client hereby agrees to indemnify Consultant against, and to hold Consultant harmless from any claims, demands, suits, loss, damages, including legal fees and expenses arising from Consultant's reliance upon the occurrence and continuing accuracy of such facts, material, information and data, if and only if, the facts, materials, information and data was provided to Consultant by Client.

REPRESENTATION AND INDEMNIFICATION. The Company shall be deemed to have been made a continuing representation of the accuracy of any and all facts, material information and data which it supplies to Consultant and acknowledges its awareness that Consultant will rely on such continuing functions. Consultant in the absence of notice in writing from the Company will rely on the continuing accuracy of material, information and data supplied by the Company. Consultant represents that he has knowledge of and is experienced in providing the aforementioned services. The Company agrees to indemnify, hold harmless and defend Consultant from any and all claims or demands of any kind relating to the Company's breach of its agreements hereunder.

REPRESENTATION AND INDEMNIFICATION. The Company shall be deemed to have been made a continuing representation of the accuracy of any and all facts, material information and data which it supplies to Consultant and acknowledges its awareness that Consultant will rely on such continuing representation in disseminating such information and otherwise performing its advisory functions. Consultant in the absence of notice in writing from the Company, will rely on the continuing accuracy of material, information and data supplied by the Company. The Company agrees to indemnify, hold harmless and defend Consultant, its agents or employees from any proceeding or suit which arises out of or is due to the inaccuracy or incompleteness of any material or information supplied by the Company to Consultant. Consultant represents that he has knowledge of and is experienced in providing the aforementioned services.

REPRESENTATION AND INDEMNIFICATION. Employee hereby represents and warrants that Employee is not a party to any agreement, whether oral or written, which would prohibit Employee from being employed by Employer, and Employee further agrees to indemnify and hold Employer, its directors, officers, shareholders and agents, harmless from and against any and all losses, cost or expense of every kind, nature and description (including, without limitation, whether or not suit be brought, all reasonable costs, expenses and fees of legal counsel), based upon, arising out of or otherwise in respect of any breach of such representation and warranty.

REPRESENTATION AND INDEMNIFICATION. A. COMPANY shall be deemed to make a continuing representation of the accuracy of any and all material facts, materials, information, and data which it supplies to IIRG and the COMPANY acknowledges its awareness that IIRG will rely on such continuing representation in disseminating such information and otherwise performing its investor relations functions. B. IIRG, in the absence of notice in writing from COMPANY, will rely on the continuing accuracy of materials, information, and data supplied by COMPANY. C. COMPANY hereby agrees to hold harmless and indemnify IIRG against any claims, demands, suits, loss, damages, etc., arising out of IIRG's reliance upon the continuing accuracy of such facts, materials, information and data, unless IIRG has been negligent in performing its duties and obligations hereunder. D. IIRG shall issue, as required upon written approval of COMPANY, corrective, amendatory, supplemental, or explanatory press releases, shareholder communications and reports, or data supplied to analysts, broker-dealers, market makers, or other members of the financial community. E. COMPANY shall cooperate fully and timely with IIRG to enable IIRG to perform its duties and obligations under this Agreement. F. The execution and performance of this Agreement by COMPANY has been duly authorized by the Board of Directors of COMPANY in accordance with applicable law, and to the extent required by the requisite number of shareholders of COMPANY. G. The performance by COMPANY of this Agreement will not violate any applicable court decree or order, law or regulation, nor will it violate any provision of the organizational documents and/or bylaws of COMPANY or any contractual obligation by which COMPANY may be bound. H. COMPANY shall promptly deliver to IIRG a complete due diligence package to include latest Form 10-QSB, last 6 months of press releases and all other relevant materials, including but not limited to corporate reports, brochures, etc. I. COMPANY shall promptly deliver to IIRG a list of names and addresses of all shareholders of COMPANY, which it is aware. This list shall be upgraded at IIRG's request. J. COMPANY shall promptly deliver to IIRG a list of brokers and market makers of COMPANY'S securities, which have been following COMPANY.

REPRESENTATION AND INDEMNIFICATION. Value shall be deemed to have been made a continuing representation of the accuracy of any and all facts, material information and data which it supplies to Consultant and acknowledges its awareness that Consultant will rely on such continuing representation in disseminating such information and otherwise performing its advisory functions. Consultant in the absence of notice in writing from Value, will rely on the continuing accuracy of material, information and data supplied by Value.