Familiarity with the Company Sample Clauses

Familiarity with the Company. Seller has relied upon independent investigations made by Seller or Seller's representatives and Seller is fully familiar with the business, results of operations, financial condition, prospects and other affairs of the Company. Seller acknowledges that in connection with the sale of the Shares hereunder, neither the Company, Buyer nor anyone acting on their behalf or any other person has made, and Seller is not relying upon, any representations, statements or projections concerning the Company, its present or projected results of operations, its prospects, its present or future plans, its products, or the value of its shares or business or any other matter in relation to its business or affairs.
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Familiarity with the Company. He is fully familiar with the business, results of operations, financial condition, prospects and other affairs of the Company. He acknowledges that in connection with his purchase of Shares hereunder, neither the Company, Seller nor anyone acting on their behalf or any other person has made, and he is not relying upon, any representations, warranties, statements or projections concerning the Company, its present or projected results of operations, its prospects, its present or future plans, its products, or the value of its shares or business or any other matter in relation to its business or affairs.
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Familiarity with the Company. He is fully familiar with the business, results of operations, financial condition, prospects and other affairs of the Company. He acknowledges that in connection with his purchase of Shares hereunder, neither the Company, the Seller nor anyone acting on its behalf or any other person has made, and he is not relying upon, any representations, warranties, statements or projections concerning the Company, its present or projected results of operations, its prospects, its present or future plans, its products, or the value of its shares or business or any other matter in relation to its business or affairs. 5.1 The obligations of the Buyers to purchase the Shares is subject to the fulfillment of each of the following conditions: (a) The representations and warranties of the Seller contained in this Agreement shall be true and correct in all material respects at the date hereof and at and as of the Closing, with the same force and effect as if made at and as of the Closing, and Seller shall have performed or complied with all agreements and covenants required by this Agreement to be performed or complied with by Seller on or prior to the Closing. 5.2 The obligations of the Seller to consummate the sale of the Shares are subject to the fulfillment of each of the following conditions: (a) The representations and warranties of each Buyer contained in this Agreement shall be true and correct in all material respects at the date hereof and at and as of the Closing, with the same force and effect as if made at and as of the Closing, and each Buyer shall have performed or complied with all agreements and covenants required by this Agreement to be performed or complied with by such Buyer on or prior to the Closing. ARTICLE SIX (Miscellaneous)
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Familiarity with the Company. Seller is fully familiar with the financial condition and prospects of the Company. Seller acknowledges that he is voluntarily transferring the right to purchase the Option Shares to Purchaser (i.e., the Option) and that the Option Purchase Price and the Exercise Price are fair consideration. Seller further represents that in negotiating for and in arriving at the amount of consideration for the Option and, upon exercise of the Option, the Option Shares, Seller has recognized the possibility that at any time after the date hereof, the business and financial position of the Company may substantially improve, which would be to the added or further benefit of the Company, its shareholders and Purchaser (as holder of the Option and, upon exercise of the Option, the Option Shares).
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Familiarity with the Company. Purchaser is fully familiar with the financial condition and prospects of the Company. Purchaser acknowledges that it is voluntarily purchasing the Option and, upon exercise of the Option, will be purchasing the Option Shares from Seller and that the Option Purchase Price and the Exercise Price are fair consideration. Purchaser further represents that in negotiating for and in arriving at the amount of consideration for the Option and the Option Shares, Purchaser has recognized the possibility that at any time after the date hereof, the business and financial position of the Company may substantially deteriorate, which would be to the detriment of the Company, its shareholders and Purchaser (as holder of the Option and, upon exercise of the Option, the Option Shares).
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Familiarity with the Company. The Buyer hereby acknowledges that it is familiar with the investment objectives, business, assets and liabilities of the Trusts, each of which have a class of securities registered under Section 12(g) of the Securities Exchange Act of 1934 and each of which are accordingly reporting companies under such Act. The Buyer further hereby acknowledges that it has examined such reports filed under such Act and has had the opportunity to make such inquiries of employees and representatives of the Seller and to consult with such experts as it has deemed appropriate or necessary in connection with the execution of this Agreement and the consummation of the transaction provided for herein.
Sample 1
Familiarity with the Company. The Buyer hereby acknowledges that it is familiar with the business, assets and liabilities of the Company, which was formed to hold, and holds on the date hereof, a 99% limited partnership interest in AFG/Eireann Limited Partnership, a Massachusetts limited partnership, and a 98% limited partnership interest in Old North Capital Limited Partnership, a Massachusetts limited partnership (collectively, the "Partnership Interests"). The Buyer further hereby acknowledges that it has had the opportunity to examine such financial records, make such inquiries of employees and representatives of the Seller and consult with such experts as it has deemed appropriate or necessary in connection with the execution of this Agreement and the consummation of the transaction provided for herein.
Sample 1
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Familiarity with the Company. Such DF Participant has the knowledge, sophistication and experience in financial and business matters necessary to comprehend the information furnished to him by the Company and to evaluate the merits and risks of his acquiring Participations hereunder.
Sample 1
Familiarity with the Company. Each Selling Shareholder is familiar with the business which is conducted by PSI, including financial matters relating to such business; each Selling Shareholder has been given the opportunity to ask questions of, and receive answers from, the principal officers of PSI regarding the business and financial affairs of PSI and the terms and conditions of the transaction to be consummated hereunder; and each Selling Shareholder has had further opportunity to obtain any additional information necessary to verify the accuracy of the foregoing information.
Sample 1

Related to Familiarity with the Company

  • Relationships with the Company Except as set forth below, neither the undersigned nor any of its affiliates, officers, directors or principal equity holders (owners of 5% of more of the equity securities of the undersigned) has held any position or office or has had any other material relationship with the Company (or its predecessors or affiliates) during the past three years.

  • Familiarity with Work By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer.

  • Trustee Dealings with the Company Subject to certain limitations set forth in the Indenture, the Trustee under the Indenture, in its individual or any other capacity, may become the owner or pledgee of Notes and may otherwise deal with and collect obligations owed to it by the Company or its Affiliates and may otherwise deal with the Company or its Affiliates with the same rights it would have if it were not Trustee.

  • Service with the Company During the Term of this Agreement, Executive agrees to perform such executive employment duties as the Board or the President shall reasonably assign to him from time to time.

  • Cooperation with the Company The Executive agrees [a] to be reasonably available to answer questions for the Group’s (and any Group Member’s) officers regarding any matter, project, initiative or effort for which the Executive was responsible while employed by any Group Member and [b] to cooperate with the Group (and with each Group Member) during the course of all third-party proceedings arising out of the Group’s (and any Group Member’s) business about which the Executive has knowledge or information. For purposes of this Agreement, [c] “proceedings” includes internal investigations, administrative investigations or proceedings and lawsuits (including pre-trial discovery and trial testimony) and [d] “cooperation” includes [i] the Executive’s being reasonably available for interviews, meetings, depositions, hearings and/or trials without the need for subpoena or assurances by the Group (or any Group Member), [ii] providing any and all documents in the Executive’s possession that relate to the proceeding, and [iii] providing assistance in locating any and all relevant notes and/or documents.

  • Employment with the Company While Executive is employed by the Company during the Term, Executive shall be employed as the Chief Financial Officer of the Company, and such other titles as the Company may designate, and shall perform such duties and responsibilities as the Company shall assign to him from time to time, including duties and responsibilities relating to the Company's wholly-owned and partially owned subsidiaries and other affiliates.

  • Competition with the Company Until termination of his employment and for a period of one year commencing on the date of termination, the Executive (individually or in association with, or as a shareholder, director, officer, consultant, employee, partner, joint venturer, member, or otherwise, of or through any person, firm, corporation, partnership, association or other entity) shall not, directly or indirectly, compete with the Company (which for the purpose of this Agreement also includes any of its subsidiaries or affiliates) by acting as an officer (or comparable position) of, owning an interest in, or providing services to any entity within any metropolitan area in the United States or other country in which the Company was actually engaged in business as of the time of termination of employment or where the Company reasonably expected to engage in business within three months of the date of termination of employment. For purposes of this Agreement, the term “compete with the Company” shall refer to any business activity in which the Company was engaged as of the termination of the Executive’s employment or reasonably expected to engage in within three months of termination of employment; provided, however, the foregoing shall not prevent the Executive from (i) accepting employment with an enterprise engaged in two or more lines of business, one of which is the same or similar to the Company’s business (the “Prohibited Business”) if the Executive’s employment is totally unrelated to the Prohibited Business, (ii) competing in a country where as of the time of the alleged violation the Company has ceased engaging in business, or (iii) competing in a line of business which as of the time of the alleged violation the Company has either ceased engaging in or publicly announced or disclosed that it intends to cease engaging in; provided, further, the foregoing shall not prohibit the Executive from owning up to five percent of the securities of any publicly-traded enterprise provided as long as the Executive is not a director, officer, consultant, employee, partner, joint venturer, manager, or member of, or to such enterprise, or otherwise compensated for services rendered thereby.

  • Filings with the NYSE The Company will timely file with the NYSE all material documents and notices required by the NYSE of companies that have or will issue securities that are traded on the NYSE.

  • Trustee Dealings with the Issuer The Trustee under the Indenture, in its individual or any other capacity, may become the owner or pledgee of Notes and may otherwise deal with and collect obligations owed to it by the Issuer or its Affiliates and may otherwise deal with the Issuer or its Affiliates with the same rights it would have if it were not Trustee.

  • AFFILIATIONS WITH THE OBLIGOR If the obligor is an affiliate of the trustee, describe each affiliation: Based upon an examination of the books and records of the trustee and upon information furnished by the obligor, the obligor is not an affiliate of the trustee.

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