Acknowledgement of Restrictions. By execution of this Noncompete Addendum, Executive acknowledges that the restrictions imposed on him are substantial, and may effectively prohibit him from working, during the Noncompete Restricted Period, in the field of his experience and expertise. Executive has carefully considered the consequences of the execution of this Noncompete Addendum, has determined that WCI’s agreement to pay Noncompete Compensation (which is equal to the entire amount of Executive’s Base Salary which Executive would have received for full time employment with the Company during the Noncompete Restricted Period) is adequate compensation for such agreement and restrictions, and that such restrictions will not adversely affect Executive’s opportunities in the future.
Acknowledgement of Restrictions. The Stockholders acknowledge and agree that the shares of Stock are subject to and may not be transferred except in compliance with the provisions of the respective Restriction Agreements. Any transferee of the Stock must agree to be bound by the provisions of this Agreement as a condition precedent to such transfer.
Acknowledgement of Restrictions. The Investor acknowledges and agrees that the Shares shall be subject to the provisions concerning Non-Citizen ownership of Common Stock set forth in the Charter and Bylaws.
Acknowledgement of Restrictions. Licensee hereby agrees and acknowledges that it is expressly prohibited from taking any action(s) and from engaging in any use of the Beat or Final Track in the manners, or for the purposes, set forth below.
Acknowledgement of Restrictions. Owner hereby acknowledges and agrees that: Owner hereby subjects the Home to certain restrictions regarding certain Transfers, and recognizes that Owner may not enjoy the same economic or other benefits from owning the Home that Owner would enjoy if this Agreement did not exist. Absent the provisions of the Proximity Housing Program, the Proximity Housing Guidelines and the provisions of this Agreement, the Proximity Housing Note, and the Proximity Housing Deed of Trust, the Home could not be made available to Eligible Proximity Workforce Households, including Owner. Owner understands all of the provisions of this Agreement. In recognition of the acknowledgments and agreements stated in this Section 17.8, Owner accepts and agrees to the provisions of this Agreement with the understanding that this Agreement will remain in full force and effect throughout the Term of this Agreement. OWNER UNDERSTANDS THAT IF THE OWNER TRANSFERS THE HOME TO ANY PERSON OTHER THAN A PERMITTED TRANSFEREE OR PURSUANT TO SECTION 6.3 HEREOF, PURSUANT TO THE TERMS OF THIS AGREEMENT, THE OWNER WILL BE REQUIRED TO REPAY THE PROXIMITY HOUSING NOTE (INCLUDING PAYMENT OF THE PRINCIPAL ON THE PROXIMITY HOUSING LOAN, PLUS ANY PROXIMITY HOUSING SHARE OF APPRECIATION). OWNER FURTHER ACKNOWLEDGES THAT AT ALL TIMES, THE PRIMARY OBJECTIVE OF THE COUNTY AND THIS AGREEMENT IS TO PROVIDE HOUSING TO ELIGIBLE PROXIMITY WORKFORCE HOUSEHOLDS.
Acknowledgement of Restrictions. Schnur acknowledge and agrees that (x) the Warrants were initially issued in transactions exempt from the registration requirement the Securities Act of 1933, as amended (the "Securities Act") and are "restricted securities," as defined under Rule 144 promulgated under the Securities Act ("Rule 144"), (b) for purposes of the Securities Act, the amendment to the Warrants effected by this Amendment represents the issuance of a new security and re-starts any holding periods for purposes of Rule 144 or otherwise, and (c) as a result (b), notwithstanding any prior registration of the re-sale of the common shares issuable upon exercise of the Warrants under the Securities Act, the common shares issuable upon the exercise of the Warrants are no longer eligible for re-sale under any previously filed registration statement and may not be sold unless subsequently registered under the Securities Act or eligible for an exemption of the restrictions applicable to restricted securities.
Acknowledgement of Restrictions. Purchaser acknowledges that the Shares are issued and shall be held subject to all the provisions of this Section 6, the Company’s Certificate of Incorporation, the Bylaws of the Company, [the Stockholders Agreement] and any amendments thereto, copies of which are on file at the principal office of the Company. A statement of all of the rights, preferences, privileges and restrictions granted to or imposed upon the respective classes and/or series of shares of stock of the Company and upon the holders thereof may be obtained by any stockholder upon request and without charge, at the principal office of the Company, and the Company will furnish any stockholder, upon request and without charge, a copy of such statement. Purchaser acknowledges that the provisions of this Section 6 shall constitute the notices required by Sections 151(f) and 202(a) of the Delaware General Corporation Law and the Purchaser hereby expressly waives the requirement of Section 151(f) of the Delaware General Corporation Law that it receive the written notice provided for in Sections 151(f) and 202(a) of the Delaware General Corporation Law within a reasonable time after the issuance of the Shares.
Acknowledgement of Restrictions. Each party hereto acknowledges that the potential restrictions on Gold-Lxxxxx’x future activities imposed by the covenants in Paragraphs 14, 15, 16, 17, 18, 19 and 20 are reasonable in both duration and scope and in all other respects. In the event that the provisions of Paragraphs 14, 15, 16, 17, 18 or 19 should ever be deemed to exceed the duration or scope permitted by applicable law, then such provisions shall be reformed to the maximum time, scope or other limitation, as the case may be, permitted by applicable law, and each party agrees that the restrictions and prohibitions contained herein shall be effective to the fullest extent allowed under applicable law in such jurisdiction. Gold-Lxxxxx understands and agrees that the consideration she is receiving in connection with this Agreement is adequate consideration to support the covenants set forth in this Agreement. Gold-Lxxxxx further understands and agrees that each of the covenants set forth in Paragraphs 14, 15, 16, 17, 18 or 19 is a material term of this Agreement.
Acknowledgement of Restrictions. Consultant agrees that the restrictions imposed in this Agreement are fair and reasonable and are reasonably required for the protection of the Company.
Acknowledgement of Restrictions. Seller and Holdings hereby acknowledge and agree that the restrictive period of time, the Restricted Area and scope of restricted activity specified in Section 9.02 and 9.03 are reasonable and necessary in view of the transactions contemplated by this Agreement and the nature of the business in which Seller was engaged or is engaged as of Closing and in which Purchaser is, or shall be, engaged. Seller and Holdings further acknowledge and agree that the restrictions set forth in Section 9.02 and 9.03 are reasonable and necessary to protect Purchaser's investment under this Agreement and to safeguard the value and goodwill associated with the Assets. Seller and Holdings acknowledge and agree that Purchaser would not have entered into this Agreement but for Seller's and Holdings' agreements and obligations pursuant to Section 9.02 and 9.
