ASSIGNEE'S ACKNOWLEDGMENTS Sample Clauses

ASSIGNEE'S ACKNOWLEDGMENTS. Each Assignee acknowledges and agrees that (a) it has received a copy of the Credit Agreement and the other Documents, (b) it is bound by all of the terms, conditions and covenants of the Credit Agreement and the other Documents and entitled to the same rights and benefits thereof and subject to the same limitations hereunder and under the other Documents as it would have been if it were an original Lender and signatory to the Credit Agreement with Commitments equal to the Commitments included in such Assignee’s Assigned Credit Facilities (as set out in Schedule “A”), and (c) it has, independently and without reliance upon either Assignor and on the basis of such documents and information as it deems appropriate, made its own credit decision regarding this Assignment. Except for documents referred to in (c) above which each Assignee has already received, neither Assignor shall have any duty to provide any Assignee with any credit or other information concerning the affairs, financial condition or business of the Borrower or any other third party.
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ASSIGNEE'S ACKNOWLEDGMENTS. The Assignee acknowledges and agrees that (i) it has received a copy of the Credit Agreement and the other Credit Documents, (ii) it is bound by all of the terms, conditions and covenants of the Credit Agreement, the other Credit Documents and entitled to the same rights and benefits thereof and is subject to the same limitations under the Credit Agreement, the other Credit Documents and the Letter Agreement as it would have as if it were an original Lender and signatory to the Credit Agreement with [CANADIAN] [U.S.] [ACQUISITION] [OPERATING] [TERM] [SWINGLINE] Commitments equal to (where the Assignee is already an original Lender, the aggregate of the [CANADIAN] [U.S.] [ACQUISITION] [OPERATING] [TERM] [SWINGLINE] Commitment originally incurred by the Assignee and) the [CANADIAN] [U.S.] [ACQUISITION] [OPERATING] [TERM] [SWINGLINE] Commitments included in the Assigned Credit Facilities; and (iii) it has, independently and without reliance upon the Assignor (other than those representations and warranties contained in this agreement) and on the basis of such document and information as it deems appropriate, made its own credit decision regarding this assignment and assumption agreement. Except for documents referred to in (i) above which the Assignee has already received, the Assignor shall not have any duty to provide the Assignee with any credit or other information concerning the affairs, financial condition or business of any of the Borrowers or other third party.
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ASSIGNEE'S ACKNOWLEDGMENTS. The Assignee acknowledges that it has received a copy of the executed Lease and is Familiar with the terms, covenants and conditions contained therein;
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ASSIGNEE'S ACKNOWLEDGMENTS. The Assignee acknowledges and agrees that (i) it has received a copy of the Credit Agreement and the other Loan Documents, (ii) it is not entitled to receive any greater payment, on a cumulative basis, pursuant to Section [5.9] of the Credit Agreement than the Assignor would be entitled to receive before the assignment of the Assigned Credit Facility, (iii) if it is not a resident of Canada for purposes of the Income Tax Act (Canada), it acknowledges that payments made to it pursuant to the Loan Documents may be subject to withholding tax under such Act and that the Borrower is under no obligation to indemnify or hold harmless such Assignee in respect of such withholding tax; (iv) it is bound by all of the terms, conditions and covenants of the Credit Agreement and the other Loan Documents and, subject to clause (ii) above, entitled to the same rights and benefits thereof an is subject to the same limitations hereunder and the other Loan Documents as it would have if it were an original Lender and signatory to the Credit Agreement with a Lender's commitment equal to the Lender's commitment included in the Assigned Credit Facility (plus, if the Assignee is already a Lender, its Lender's commitment on the date hereof); and (v) it has independently and without reliance on the Assignor (other than those representations and warranties contained herein) and on the basis of such documents and information as it deems appropriate, made its own credit decision regarding this Assignment. Except for documents referred to in clause (i) above which the Assignor has already received, the Assignor shall not have any duty to provide the Assignee with any credit or other information concerning the affairs, financial condition or business of the Borrower or other third party.
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Related to ASSIGNEE'S ACKNOWLEDGMENTS

  • Employee's Acknowledgment Employee acknowledges that:

  • Participant’s Acknowledgments The Participant acknowledges that he or she: (i) has read this Agreement; (ii) has been represented in the preparation, negotiation, and execution of this Agreement by legal counsel of the Participant’s own choice or has voluntarily declined to seek such counsel; (iii) understands the terms and consequences of this Agreement; (iv) is fully aware of the legal and binding effect of this Agreement; and (v) understands that the law firm of Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, is acting as counsel to the Company in connection with the transactions contemplated by the Agreement, and is not acting as counsel for the Participant.

  • Additional Acknowledgments Executive acknowledges that the provisions of this Section 8 are in consideration of: (i) employment with the Employer, (ii) the issuance of the Carried Shares by the Company and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive agrees and acknowledges that the restrictions contained in Section 7 and this Section 8 do not preclude Executive from earning a livelihood, nor do they unreasonably impose limitations on Executive’s ability to earn a living. In addition, Executive acknowledges (i) that the business of the Company, Employer and their respective Subsidiaries will be international in scope and without geographical limitation, (ii) notwithstanding the state of incorporation or principal office of the Company, Employer or any of their respective Subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company and Employer will have business activities and have valuable business relationships within its industry throughout the world, and (iii) as part of his responsibilities, Executive will be traveling in furtherance of Employer’s business and its relationships. Executive agrees and acknowledges that the potential harm to the Company and Employer and their respective Subsidiaries of the non-enforcement of Section 7 and this Section 8 outweighs any potential harm to Executive of its enforcement by injunction or otherwise. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and Employer now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area. GENERAL PROVISIONS

  • Executive’s Acknowledgment The Executive acknowledges (a) that he has had the opportunity to consult with independent counsel of his own choice concerning this Agreement, and (b) that he has read and understands this Agreement, is fully aware of its legal effect, and has entered into it freely based on his own judgment.

  • Certain Acknowledgments Each of the parties acknowledges and agrees that no property or cash consideration of any kind whatsoever has been or shall be given by Lender to Borrower in connection with the Extension or any other amendment to the Note granted herein.

  • Acknowledgments The Borrower hereby acknowledges that:

  • Mutual Acknowledgment Both the Company and Indemnitee acknowledge that, in certain instances, Federal law or applicable public policy may prohibit the Company from indemnifying its directors and officers under this Agreement or otherwise. Indemnitee understands and acknowledges that the Company has undertaken or may be required in the future in certain circumstances to undertake with the Securities and Exchange Commission to submit the question of indemnification to a court for a determination of the Company’s right under public policy to indemnify Indemnitee.

  • Further Acknowledgments YOU ACKNOWLEDGE THAT YOU HAVE RECEIVED A COPY OF THIS AGREEMENT, THAT YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT AFFECTS YOUR RIGHTS, AND THAT YOU HAVE ENTERED INTO THIS AGREEMENT VOLUNTARILY.

  • Waivers and Amendments; Acknowledgments (a) No failure or delay (whether by course of conduct or otherwise) by any Bank or Administrative Agent in exercising any right, power or remedy which they may have under any of the Loan Papers shall operate as a waiver thereof or of any other right, power or remedy, nor shall any single or partial exercise by any Bank or Administrative Agent of any such right, power or remedy preclude any other or further exercise thereof or of any other right, power or remedy. No waiver of any provision of any Loan Paper and no consent to any departure therefrom shall ever be effective unless it is in writing and signed by Required Banks and/or Administrative Agent in accordance with Section 14.2(c) hereof, and then such waiver or consent shall be effective only in the specific instances and for the purposes for which given and to the extent specified in such writing. No notice to or demand on Borrower shall in any case of itself entitle Borrower to any other or further notice or demand in similar or other circumstances. This Agreement and the other Loan Papers set forth the entire understanding and agreement of the parties hereto and thereto with respect to the transactions contemplated herein and therein and supersede all prior discussions and understandings with respect to the subject matter hereof and thereof, and no modification or amendment of or supplement to this Agreement or the other Loan Papers shall be valid or effective unless the same is in compliance with Section 14.2(c).

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