Acknowledgements and Confirmations. (a) Each of the Parties hereby (i) represents, warrants, acknowledges and confirms to the other that, as of the date of this Amending Agreement, the Merger Agreement, as amended by this Amending Agreement, is and continues to be in full force and effect and (ii) ratifies and confirms all of the terms, conditions and provisions of the Merger Agreement, as amended by this Amending Agreement. In the event of any inconsistency between the terms of this Amending Agreement and the terms of the Merger Agreement, the provisions of this Amending Agreement shall prevail.
Acknowledgements and Confirmations. The Borrower on behalf of itself and each Material Subsidiary hereby acknowledges, agrees and confirms to CIBC as follows:
Acknowledgements and Confirmations. (a) Each of the Parties hereby: (i) represents, warrants, acknowledges and confirms to the other that, as of the date of this Amending Agreement, the Option Agreement, as amended by this Amending Agreement, is and continues to be in full force and effect; and (ii) ratifies and confirms all of the terms, conditions and provisions of the Option Agreement, as amended by this Amending Agreement.
Acknowledgements and Confirmations. (a) Each of the Borrowers and Guarantors (each, a “Loan Party”) hereby acknowledges, confirms and agrees that the covenants, agreements and obligations of such Loan Party contained in or incurred under the Loan Agreement or the Other Agreements to which such Loan Party is a party remain, after the execution and delivery by the Loan Parties hereof and after giving effect hereto, the legal, valid and binding obligations of such Loan Party, enforceable against such Loan Party in accordance with their respective terms, and such Loan Party has no valid offset, defense or counterclaim to the enforcement of such covenants, agreements and obligations.
Acknowledgements and Confirmations. (a) Each Loan Party acknowledges, confirms and agrees that (i) Agent and Lenders have not waived the Loan Parties’ obligation to deliver a Regulatory Counsel Opinion for the State of Arizona, in form and content satisfactory to Agent, as a condition precedent to the Lenders’ obligation to make the initial Loans; and (ii) the Initial Funding Date has not occurred.
Acknowledgements and Confirmations. (a) Each of the Parties hereby (i) represents, warrants, acknowledges and confirms to the other that, as of the date of this Amending Agreement, the Arrangement Agreement, as amended by this Amending Agreement, is and continues to be in full force and effect and
Acknowledgements and Confirmations. 34.1. By signing this agreement you acknowledge and confirm that:
Acknowledgements and Confirmations. For the avoidance of doubt, each of the parties irrevocably acknowledges and confirms to the other parties as follows:
Acknowledgements and Confirmations. The Buyer has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Transactions and is able to bear the economic risk associated with the purchase of the Membership Interests (including, indirectly through the purchase of the Membership Interests, the assets, properties, liabilities, condition, operations and prospects of the Company Entities). The Buyer has conducted to its satisfaction its own independent review and analysis of, and based thereon has formed an independent judgment concerning, the Transactions, the assets, properties, liabilities, condition, operations and prospects of the business of the Company Entities and the Membership Interests. In entering into this Agreement, the Buyer has relied solely upon its own review and analysis and the specific representations and warranties of the Seller expressly set forth in ARTICLE III and not on any representations, warranties, statements or omissions by any Person other than the Seller, or by the Seller other than its specific representations and warranties expressly set forth in ARTICLE III. The Buyer acknowledges and confirms that, except for the representations and warranties expressly set forth in ARTICLE III, none of the Seller, its Affiliates or any of their respective Representatives have made, or shall be deemed to have made, and the Buyer has not relied on, is not relying on and hereby disclaims, any other representation or warranty, express or implied, at law or in equity, in respect of the Membership Interests or the assets and properties of the Company Entities.
Acknowledgements and Confirmations. The College is not responsible for any activity, damage, or injury which is not directly related to, associated with, or resulting from the official job duties, and over which the College has no ability to exercise control. The College assumes no liability for the employee’s real property, or for any injury to the employee’s family, guests, or other invitees injured upon the employee’s premises or telework site. In the event of an accident, incident, or claim, the employee must follow the same protocols as if it occurred on College premises and the employee must be able to demonstrate that the occurrence took place while in the course of performing the duties referenced herein. Employee initials I have read the SF College Telework Administrative Guideline in its entirety. Employee initials I hereby agree that I will comply with all terms and conditions, as outlined in the attached SF College Telework Administrative Guideline, and as set forth in this Telework Agreement. I understand that the Telework Agreement does not guarantee employment or telework for any specific duration and that the College may terminate this Telework Agreement at any time and for any lawful reason including but not limited to termination of employment. Employee Signature: Date: I hereby agree that I will comply with supervisor responsibilities, as outlined in the attached SF College Telework Administrative Guideline, and have completed required telework supervisor training. I recognize my responsibilities associated with supervising telework employees and ensuring compliance with the attached SF College Telework Agreement. I will seek immediate assistance from my supervisor and HR if needed for any concerns related to telework expectations. Supervisor Signature: Date:
