Company Acknowledgements. The Company acknowledges that it has received all necessary consents, approvals and votes, including from the Board and holders of the Company’s Preferred Stock, to permit the Company to enter into this Agreement and be bound hereby.
Company Acknowledgements. The Company confirms, acknowledges and agrees that (i) the Security Agreement and the Stock Pledge Agreement secure all of the Company's obligations under the Transaction Documents (as defined below) and (ii) any future additional advances to the Company by the Lenders under the Optional Advance Notes, or any other future financing of the Company by the Lenders or their affiliates, are at the option of the Lenders or their affiliates, in their sole discretion. The Company further confirms, acknowledges and agrees that: (i) as reflected on the First Amendment Agreement through this Agreement, the Lenders have already made substantial additional advances to the Company and the total amount of advances by the Lenders to date are far in excess of the maximum amount of advances originally contemplated, (ii) the Lenders were under no obligation to make such previous additional advances and did so to help the Company in a time of need with its tight financial position, (iii) the Lenders have been very accommodating to the Company in this regard, (iv) the Lenders are under no obligation to make any future additional advances, (v) the Company has been aware for some time of the need for the Company to line up alternative financing sources and put in place alternative financing arrangements, (vi) the Company is and was aware that the Lenders do not intend to make any additional advances after this Agreement, (vii) accordingly, the Company is aware that it needs to line up alternative financing sources and put in place alternative financing arrangements, and (viii) it is the Company's sole responsibility to line up alternative financing sources and put in place alternative financing arrangements in amounts, and on terms and at times necessary to meet its financing needs.
Company Acknowledgements. The Company hereby acknowledges and agrees that (a) the security interests granted to the Purchasers pursuant to the Existing Security Agreements applies to and covers the obligations of the Company to the Purchasers evidenced by the Debentures and (b) the liens granted to the Purchasers pursuant to the Existing Mortgages applies to and covers the obligations of the Company to the Purchasers evidenced by the Debentures.
Company Acknowledgements. The Company confirms, acknowledges and agrees that (i) the Security Agreement and the Stock Pledge Agreement secure all of the Company's obligations under the Transaction Documents (as defined below) and (ii) any future additional advances to the Company by the Lenders under the Optional Advance Notes, or any other future financing of the Company by the Lenders, are at the option of the Lenders, in their sole discretion.
Company Acknowledgements. The Company hereby acknowledges that ------------------------
(a) it has been advised by counsel in the negotiation, execution and delivery of this Agreement and the other Loan Documents, (b) neither the Agent nor any Lender has any fiduciary relationship to the Company, the relationship being solely that of debtor and creditor, (c) no joint venture exists between the Company, the Agent or any Lender, and (d) neither the Agent nor any Lender undertakes any responsibility to the Company to review or inform the Company of any matter in connection with any phase of the business or operations of the Company and the Company shall rely entirely upon its own judgment with respect to its business, and any review, inspection or supervision of, or information supplied to, the Company by the Lenders is for the protection of the Lenders and neither the Company nor any third party is entitled to rely thereon.
Company Acknowledgements. The Company confirms, acknowledges and agrees that (i) the Security Agreement and the Stock Pledge Agreement secure all of the Company's obligations under the Transaction Documents (ii) the Lender is under no obligation to make any advances to the Company under the Note or to grant any extension of the maturity date of the Note, and (iii) any advances to the Company by the Lender under the Note or any extension by the Lender of the maturity date of the Note, or any other financing of the Company by the Lender or its affiliates, are at the option of the Lender and its affiliates, in their sole discretion.
Company Acknowledgements. The Company hereby acknowledges and agrees that (a) the A&R Debentures and the A&R Warrants delivered to the Holders pursuant to this Agreement are issued to replace the Debentures and the Warrants, (b) the security interests granted to the Holders pursuant to the Security Agreement by and among the Company and the Holders, dated as of September 7, 2018, applies to and covers the obligations of the Company to the Holders evidenced by the A&R Debentures and (b) all references to Debentures and Warrants in the Transaction Documents shall include the A&R Debentures and A&R Warrants.
Company Acknowledgements. Company acknowledges and agrees as follows:
(a) that it shall use its commercially reasonable best efforts to market and promote the Products for the duration of the Term of this Agreement; and,
(b) that Distributor is a public company that has obligations to file most of its agreements, including this Agreement, and details of its business operations in public filings with the SEC.
Company Acknowledgements. The Company confirms, acknowledges and agrees that (i) the Security Agreement and the Stock Pledge Agreement secure all of the Company's obligations under the Transaction Documents and (ii) any future additional advances to the Company by the Lender under the Note, or any other future financing of the Company by the Lender or its affiliates, are at the option of the Lender or its affiliates, in their sole discretion. The Company hereby specifically confirms, acknowledges and agrees that (i) the extension of the maturity date of the Note pursuant to Section 1 hereof is only being done to give the Company a short-term extension and does not reflect any intent of the Lender to grant further extensions, (ii) the increase in the maximum principal amount of the Note pursuant to Section 3 hereof is only being done to make the additional advance on or around the date hereof, and (iii) does not reflect any intent of the Lender to make further additional advances other than as may be necessary to pay such costs and expenses of the Lender; it being understood, however, that the Lender retain the right, in their sole discretion, to grant further extensions or make further additional advances at the request of the Company, based on the then current circumstances.
Company Acknowledgements. The Company confirms, acknowledges and agrees that (i) the Security Agreement and the Stock Pledge Agreement secure all of the Company's obligations under the Transaction Documents (ii) the Lender is under no obligation to make any advances to the Company under the Note, to grant any extension of the maturity date of the Note or, except as otherwise specifically provided in the Note, to convert any loans outstanding under the Note into equity, and (iii) any advances to the Company by the Lender under the Note, any extension by the Lender of the maturity date of the Note, any conversion of loans outstanding under the Note into equity (except as otherwise specifically provided in the Note), or any other financing of the Company by the Lender or its affiliates, are at the option of the Lender and its affiliates, in their sole discretion.
