Director Representations. The Director hereby represents and warrants to the Company that:
Director Representations. Director hereby represents and warrants that Director has reviewed with his or her own tax advisors the federal, state, and local tax consequences of the transactions contemplated by this Agreement. Director is relying solely on such advisors and not on any statements or representation of the Company or any of its agents. Director understands that he or she will be solely responsible for any tax liability that may result to him or her as a result of the transactions contemplated by this Agreement. The Option, if exercised, will be exercised for investment and not with a view to the sale or distribution of the Shares to be received upon exercise thereof.
Director Representations. Director hereby represents and warrants as follows:
Director Representations. The Director hereby acknowledges and represents the following:
Director Representations. The Director hereby represents and warrants to the Company that (i) the Option to be acquired by the Director pursuant to this Agreement and the Option Shares to be acquired upon exercise of the Option will be acquired for the Director’s own account and not with a view to, or intention of, distribution thereof in violation of the Securities Act or any applicable state securities laws, and the Director Securities shall not be disposed of in contravention of the Securities Act or any applicable state securities laws, (ii) the Director is a member of the Board, is sophisticated in financial matters and is able to evaluate the risks and benefits of the investment in the Option Shares, (iii) the execution, delivery and performance of this Agreement by the Director does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which the Director is a party or by which he is bound, and (iv) upon the execution and delivery of this Agreement by the Company, this Agreement shall be the valid and binding obligation of the Director, enforceable in accordance with its terms.
Director Representations. The Director represents that (a) he has not filed any complaints of any kind whatsoever with any local, state, federal, or governmental agency, court or arbitral or similar authority against any of the Company Released Parties, (b) he has made no assignment of any rights or claims he may have against any of the Company Released Parties to any person or entity, in each case, with respect to the Director Released Claims, (c) he has carefully read this agreement, has consulted with counsel of his choosing to the extent he has determined necessary and advisable and is signing this Agreement voluntarily and of his own free will and (d) this Agreement constitutes a legal, valid and binding obligation of the Director enforceable against him in accordance with its terms.
Director Representations. The Director acknowledges that the Shares subject to the Restricted Stock Award are being assigned and transferred to the Director in a transaction not involving a public offering and pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended. The Director understands and agrees that the Shares subject to the Restricted Stock Award are being assigned and transferred to the Director without registration under any federal or state laws relating to the registration of securities, in reliance upon exemptions from registration under the appropriate federal and state laws based in part upon the representations the Director has made herein. In connection with the issuance of the Restricted Stock Award, the Director represents, warrants and agrees as follows:
Director Representations. Director hereby represents and warrants that Director has reviewed with his or her own tax advisors the federal, state, and local tax consequences of the transactions contemplated by this Agreement. Director is relying solely on such advisors and not on any statements or representation of the Company or any of its agents. Director understands that he or she will be solely responsible for any tax liability that may result to him or her as a result of the transactions contemplated by this Agreement.
Director Representations. The Director represents and warrants that neither the execution and delivery of this Agreement nor the service as the Chairman of the Board as described herein shall conflict with or result in a breach of any of the terms, conditions or provisions of any agreement to which the Director is a party or is bound.
Director Representations a) Director agrees to file all necessary forms with the SEC or NASDAQ as required by directors of public reporting companies.
