Acknowledgements, Representations and Warranties. 3.1 Without prejudice to any other term of this Agreement, the Grant Recipient:
3.1.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.1.2 represents and warrants in the terms set out in Part 2 of Schedule 1 to the GLA on the date hereof and on each day during the currency of this Agreement; and
3.1.3 acknowledges and agrees that the GLA is relying on such representations and warranties and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
3.2 The parties agree that the Benchmark Rent Levels shall be increased in accordance with the following: 3.2.1 subject to Condition 3.2.2, the Benchmark Rent Levels for each successive Financial Year (New Financial Year) after the Financial Year 2017/2018 shall be increased with effect from 1 April in such New Financial Year in accordance with the following formula: Benchmark Rent Level = ABRL x (CPIx + 1.01) Where ABRL = the actual Benchmark Rent Level for the Financial Year prior to the New Financial Year for which the calculation is being carried out; and CPIx = the 12-month inflation rate figure (drawn from the CPI and expressed as a decimal) published for September in the Financial Year prior to the New Financial Year for which the calculation is being carried out.
Acknowledgements, Representations and Warranties.
3.1 Without prejudice to any other term of this Agreement, the Parties acknowledge for the purposes of the record that Homes England agreed in response to the Grant Recipient's initial bid under SHAP to advance grant funding to the Grant Recipient in an initial amount equal to:
3.1.1 the Original Allocated Capital Grant to facilitate the Delivery of the Original Approved Capital Bid; and
3.1.2 the Original Allocated Revenue Grant to facilitate the Delivery of the Revenue Funding Bid.
3.2 Without prejudice to any other term of this Agreement, the Grant Recipient:
3.2.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.2.2 represents and warrants in the terms set out in Part 2 of Schedule 1 (Representations and Warranties) to Homes England on the date hereof and on each day during the currency of this Agreement; and
3.2.3 acknowledges and agrees that Homes England is relying on all representations and warranties made and given under this Agreement and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
3.3 Homes England has no obligation to make any payment of Agreement Funding to the Grant Recipient in relation to anything other than a Capital Firm Scheme or a Revenue Funding Scheme.
Acknowledgements, Representations and Warranties.
3.1 Without prejudice to any other term of this Agreement, the parties acknowledge for the purposes of the record that Homes England agreed in response to the Grant Recipient's initial bid under the AHP 2021/26 to advance grant funding to the Grant Recipient in an initial amount equal to the Original Allocated Capital Grant to facilitate the delivery of the Original Approved Capital Bid.
3.2 Without prejudice to any other term of this Agreement, the Grant Recipient:
3.2.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.2.2 represents and warrants in the terms set out in Part 1 (Agreed Principles) of Schedule 1 (Representations and Warranties) to Homes England on the date hereof and on each day during the currency of this Agreement; and
3.2.3 acknowledges and agrees that Homes England is relying on such representations and warranties and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
Acknowledgements, Representations and Warranties. (a) Employee acknowledges that the Company has a strict policy against using proprietary information belonging to any other person or entity without the express permission of the owner of that information.
(b) Employee represents and warrants to the Company that Employee’s performance under this Agreement and as an employee of the Company does not and will not breach any non-competition, non-solicitation, or confidentiality agreement to which Employee is a party. Employee represents and warrants to the Company that Employee has not entered into, and agrees not to enter into, any agreement that conflicts with or violates this Agreement.
(c) Employee represents and warrants to the Company that Employee has not brought and shall not bring to the Company, or use in the performance of Employee’s responsibilities for the Company, any materials or documents of a former employer that are not generally available to the public or that did not belong to Employee prior to Employee’s employment with the Company, unless Employee has obtained written authorization from the former employer or other owner for their possession and use and provided the Company with a copy thereof.
Acknowledgements, Representations and Warranties.
3.1 Without prejudice to any other term of this Agreement, the parties acknowledge for the purposes of the record that Homes England agreed in response to the Consortium's initial bid under the AHP 2021/26 to advance grant funding to the Lead Partner in an initial amount equal to the Original Allocated Capital Grant to facilitate the delivery of the Original Approved Capital Bid.
3.2 Without prejudice to any other term of this Agreement, each Consortium Member:
3.2.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.2.2 represents and warrants in the terms set out in Part 2A or Part 2B of Schedule 1 (Acknowledgements, Representations and Warranties) (as applicable) to Homes England on the date hereof and on each day during the currency of this Agreement; and
3.2.3 acknowledges and agrees that Homes England is relying on such representations and warranties and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
3.3 Without prejudice to any other term of this Agreement, each Consortium Member that is an RP Provider acknowledges and agrees that it will offer the Right to Shared Ownership in accordance with the requirements of this Agreement, the Capital Funding Guide and the RTSO Guidance.
Acknowledgements, Representations and Warranties. By signing and returning this Letter of Transmittal, you acknowledge receipt of a copy of the Merger Agreement, including all exhibits attached thereto. You hereby acknowledge and agree that you have (a) reviewed (i) this Letter of Transmittal and all terms and conditions contained herein and the instructions provided in connection herewith and (ii) the Merger Agreement (including all exhibits attached thereto) and the terms of the Merger described therein and (b) had an opportunity to consult with, and have relied solely upon the advice (if any) of, your legal, financial, accounting and/or tax advisors with respect to this Letter of Transmittal, the Merger Agreement and the transactions described herein and therein, in each case to the extent you have deemed necessary. By signing and returning this Letter of Transmittal, you acknowledge and agree that the parties to the Merger Agreement may make revisions to the Merger Agreement before the Effective Time in accordance with the provisions of the Merger Agreement. Submission of this Letter of Transmittal is irrevocable. By signing and returning this Letter of Transmittal, you represent and warrant to Parent and Merger Sub that (a) you are the record owner and beneficial owner of, and have good and valid title to, the LP Units that you are surrendering for payment hereunder, (b) such LP Units are free and clear of all Liens (other than restrictions on transfer imposed by applicable securities Laws), (c) you do not own any LP Units other than those being surrendered in connection herewith, (d) you do not own any options, warrants, convertible securities or any other similar rights, agreements, arrangements or commitments relating to such LP Units,
Acknowledgements, Representations and Warranties. 8.1. By accepting these Terms, you represent and warrant to each KyberSwap Affiliate as follows:
8.1.1 you acknowledge and agree that no KyberSwap Affiliate shall have any responsibility or obligation in any form or manner whatsoever to any person to whom any Request Tokens received by you in connection to Token Exchange are sold or transferred by you at any time;
8.1.2 you acknowledge and agree that the Supported Tokens you are seeking to engage in a Token Exchange are not to be construed, interpreted, classified or treated as:
a) any kind of Distributed Ledger Technology (DLT) Asset other than a Digital Asset Token;
b) a financial instrument under the Securities and Investment Business Act and relevant documents;
c) units in a business trust;
d) derivatives of units in a business trust; or
e) any form of investment.
8.1.3 you acknowledge and agree that the Supported Tokens do not and are not intended to constitute securities or financial instruments of any form, units in a business trust, units in a collective investment scheme, derivative contracts, spot foreign exchange contracts for the purpose of leveraged foreign exchange trading, or any other form of investment in any jurisdiction and these Terms do not and are not intended to constitute an offer of securities or financial instruments of any form, units in a business trust, units in a collective investment scheme, derivative contracts, spot foreign exchange contracts for the purpose of leveraged foreign exchange trading or any other form of investment in any jurisdiction or a solicitation for any form of investment in any jurisdiction;
8.1.4 you acknowledge and agree that neither the Services nor any of the Supported Tokens shall be construed, interpreted, classified or treated as enabling, or according any opportunity to you to participate in or receive profits, income, or other payments or returns arising from or in connection with the Services and the Supported Tokens, or to receive sums paid out of such profits, income, or other payments or returns;
8.1.5 you acknowledge that no regulatory authority has examined or approved of these Terms, no such action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction, and the provision of these Terms to you does not imply that the applicable laws, regulatory requirements or rules have been complied with;
8.1.6 you have read and understood all of these Terms including the Annexes hereto;
8.1.7 any User Address prov...
Acknowledgements, Representations and Warranties. 3.1 Without prejudice to any other term of this Agreement, the Grant Recipient:
3.1.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.1.2 represents and warrants in the terms set out in Part 2 of Schedule 1 to the GLA on the date hereof and on each day during the currency of this Agreement; and
3.1.3 acknowledges and agrees that the GLA is relying on such representations and warranties and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
Acknowledgements, Representations and Warranties. 3.1 Without prejudice to any other term of this Agreement, the Grant Recipient:
3.1.1 expressly acknowledges the Agreed Principles and agrees to observe them and to be bound by them;
3.1.2 represents and warrants in the terms set out in Part 2 of Schedule 3 (Representations and Warranties) to the Agency on the date hereof and on each day during the currency of this Agreement; and
3.1.3 acknowledges and agrees that the Agency is relying on such representations and warranties and that each of such warranties and representations shall be separate and independent and, save as expressly provided to the contrary, shall not be limited by reference to any of them or by any other provisions of this Agreement.
Acknowledgements, Representations and Warranties. The acknowledgements, representations and warranties made by the Subscriber in Section I hereof shall be true and correct in all material respects when made, and shall be true and correct in all material respects on the Closing Date with the same force and effect as if they had been made on and as of said date. If any such representations, warranties or acknowledgements shall not be true and accurate in any respect prior to the Closing, the undersigned shall give immediate written notice of such fact to the Company, to the Placement Agent, and to his representatives, if any, specifying which representations, warranties or acknowledgements are not true and accurate and the reason therefor.
