Acknowledgements Representations. Prior to execution of this Agreement, Executive was advised by the Company of Executive’s right to seek independent advice from an attorney of Executive’s own selection regarding this Agreement. Executive acknowledges that he has entered into this Agreement knowingly and voluntarily and with full knowledge and understanding of the provisions of this Agreement after being given the opportunity to consult with counsel. Executive represents that, in entering into this Agreement, Executive is not relying on any statements or representations made by any of the directors, officers, employees or agents of the Company and its Affiliates that are not expressly set forth herein, and that Executive is relying only upon Executive’s own judgment and any advice provided by Executive’s attorney. Further, Executive represents and warrants that (i) Executive is not subject to any contract, arrangement, policy or understanding, or to any statute, governmental rule or regulation, that in any way limits Executive’s ability to enter into and fully perform Executive’s obligations under this Agreement, (ii) Executive is not otherwise unable to enter into and fully perform Executive’s obligations under this Agreement and (iii) Executive has not engaged in any conduct, the occurrence and/or publicity of which, due to Executive’s affiliation with the Company or any of its Affiliates, is or could be harmful to, or otherwise reflect negatively on, the Company and/or any of its Affiliates. In the event of any breach of any of the representations, in the preceding sentence, the Company may terminate this Agreement and Executive’s employment without any liability owing to Executive.
Acknowledgements Representations a. Except as otherwise provided for in the MSA and Terms, Morae makes no representations, warranties or guarantees, express or implied, as to the results or effects that may be obtained by the Client as a result of the use or implementation of any Services, advice or other Services provided by Morae.
Acknowledgements Representations. 11.1 The Borrower and Medical acknowledge that the amount of principal owing under the Credit Agreement and the other Loan Documents as of date of this Agreement (but prior to any payments described in Sections 8.6 and 8.7) is $45,000,000, the face amount of the outstanding Letter of Credit is €750,000, and the amount of interest at the Default Rate set forth in the Credit Agreement owing on such principal amount as of the date hereof, which interest (other than Default Interest) continues to accrue, is $402,226.03. The aggregate amount of the Letter of Credit Fees owing as of the date hereof is $6,772.93. Without in any manner limiting the generality of the release set forth in Section 6 hereof, the Borrower and Medical hereby represent, warrant, covenant and agree that there exist no offsets, counterclaims or defenses to payment or performance of the obligations set forth in the Loan Documents and, in consideration hereof, expressly waive any and all such offsets, counterclaims and defenses arising out of any alleged acts, transactions or omissions on the part of the Agent and the Lenders arising (or otherwise relating to the period) on or prior to the Forbearance Effective Date.
Acknowledgements Representations. 2.1 In accordance with the Client’s selection in the Client Information Statement, the Client hereby appoints: a.KVB PRIME LIMITED to trade Securities and Exchange Traded Contracts on the Client’s behalf; and/or
Acknowledgements Representations
