Confirmation and Acknowledgment. Each party confirms that the MIA, as amended by clause 2.1, remains in full force and effect.
Confirmation and Acknowledgment. By signing the Account Application, you (or if you are corporate, your Board of Directors or Senior Management) hereby: (i) confirm that you have read this Risk Disclosure Statement, fully understand and accept its terms, accept the risks described and/or implied in it, and understand the need to take independent advice; and (ii) agree that this Risk Disclosure Statement is not intended as a substitute for your actually becoming reliably and adequately informed as regards any specific transaction contemplated, and that you shall accordingly be solely responsible for any transaction that you ultimately choose to enter into.
Confirmation and Acknowledgment. The Borrower and each Guarantor shall have confirmed and acknowledged to the Administrative Agent and the Lenders, and by its execution and delivery of this Amendment, the Borrower and each Guarantor does hereby confirm and acknowledge to the Administrative Agent and the Lenders, that each of the representations and warranties of the Borrower and the Guarantors set forth in the Loan Documents is true and correct in all material respects (except for those which have a materiality qualifier, which are true and correct in all respects as so qualified) on and as of the Amendment Effective Date, except to the extent any such representations and warranties are expressly limited to an earlier date, in which case, on and as of the Amendment Effective Date, such representations and warranties are true and correct in all material respects (except for those which have a materiality qualifier, which are true and correct in all respects as so qualified) as of such specified earlier date.
Confirmation and Acknowledgment. The Agreement is ratified and confirmed in accordance with its terms. Buyer represents and warrants that Buyer succeeded to all or substantially all of the business and assets of Palm Computing Inc., a California corporation ("Palm Computing") on or prior to February 11, 2000. Seller acknowledges that the Agreement was assigned effective as of February 11, 2000, by Palm Computing to Buyer, pursuant to Section 29 of the Agreement.
Confirmation and Acknowledgment. Cineplex, Xxxxx, each of the Guarantors and each of the Nominees hereby acknowledges and consents to the entering into of this Agreement and the matters dealt with herein and the transactions contemplated hereby and acknowledges and agrees that the Guarantee and Security Documents and all other agreements and documents including undertakings and indemnities to which it is a party are in full force and effect as at the date hereof and shall continue in full force and effect in accordance with their respective terms and secure the payment and/or performance by Cineplex, Xxxxx or such Guarantor, as applicable, of its obligations under or in connection with the Credit Agreement, the Guarantee or the Security Documents, as the case may be, as supplemented and amended by this Agreement.
Confirmation and Acknowledgment. (a) Each Revolving Facility Lender signatory to an Acknowledgment and Consent hereby confirms that, for the purposes of the definition of “Applicable Margin” in Section 1.01 of the Credit Agreement, the Leverage Ratio shall be deemed to be “Category 3” until the earlier of (i) the delivery of the June 30 Reports and (ii) the Waiver Expiration Date.
(b) The Administrative Agent and each Lender signatory to an Acknowledgment and Consent hereby confirm that, based upon the information provided to the Administrative Agent and the Lenders as of the Effective Date by Holdings or the Borrower with respect to proposed potential accounting adjustments arising from certain purchases and sales on the over-the-counter coal market, such adjustments (and any resulting restatement of any financial statements of Holdings, the Borrower and their Subsidiaries to the extent arising from such accounting adjustments) do not and shall not constitute a breach of, or a Default or Event of Default pursuant to, Sections 3.05, 3.13, 3.21, 5.04(a), 5.04(b), 5.07 or 7.01(a) of the Credit Agreement.
Confirmation and Acknowledgment. 20.1 By their signatures hereunder each of NCF, CNG, CNG LP, Caithness Resources, Inc. and Caithness/NCF confirm that the language in this License Agreement, as it refers to each of them, is correct and each (for itself) agrees to be bound thereby and perform each and every act, if any, that is required of each of them.
Confirmation and Acknowledgment. Tenant hereby acknowledges that the ------------------------------- Original Premises, and all tenant finish items to be completed by the Landlord (or Landlord's contractors), including, but not limited to, the provisions of Section 45 of the Lease and Exhibit B to the Lease, have been satisfactorily completed in every respect, and Tenant has accepted the Original Premises as complete and ready for the uses intended as set forth in the Lease. The foregoing sentence shall not compromise Landlord's obligations pursuant to Sections 10(b) and 10(c) of the Lease. A certificate of occupancy for the Original Premises was delivered on June 30, 1999 and therefore, the Commencement Date is July 1, 1999 and the Expiration Date is December 31, 2004. Landlord is not responsible for "Relocation Costs" and the "Termination Option" did not ripen each as set forth in Section 2(a) of the Lease. Rent commenced under the Lease as of January 1, 2000 [after the expiration of the Six (6) month free rent period]. The provisions of this Section satisfy the requirement that the parties enter into a letter agreement in the form attached to the Lease as Exhibit C, as required by Section 2(a) of the Lease.
Confirmation and Acknowledgment. The Purchasers shall have received the Confirmation and Acknowledgment attached to this Amendment as Exhibit B duly executed and delivered by an authorized officer of DXC, as performance guarantor.
Confirmation and Acknowledgment. Each of the Borrower and the Guarantor hereby acknowledges and confirms that:
(a) the Lender has agreed to grant the waivers specified in Section 2.1 solely because each of the Borrower and Guarantor expressly has agreed to the terms and conditions stated in this Agreement;
(b) but for the extension and waiver provided for herein, the Lender would as of August 15, 2015 be in a position to deliver to the Borrower an enforcement notice pursuant to Section 8.2 of the Loan Agreement and declare all Indebtedness and Obligations to be immediately due and payable;
(c) each of the representations and warranties made by or on behalf of the Borrower and Guarantors to the Lender in the Loan Agreement, as modified by the Compliance Certificates delivered by the Borrower to the Lender and as modified by Schedule 4.1.24 attached hereto, is true and correct on the date of this Agreement (except to the extent stated to be made only as of a specified date);
(d) after giving effect to the waivers contained in this Agreement, no Default or Event of Default exists as of the date hereof; and
(e) after receipt by the Lender of the agreements referred to in Section 4.2(b), the Borrower is not in default of its obligations under the BNS Credit Agreement or the Junior Indenture.
