Parties’ Acknowledgement. The parties hereto hereby acknowledge that:
Parties’ Acknowledgement. The parties hereby acknowledge and agree that the covenants and agreements contained in this Schedule constitute an agreement on liabilities for the purposes of the exclusion and apportionment of liability for contaminated land (and in particular paragraphs 7.29 and 7.30 of section 7 of Defra publication entitled "Contaminated Development Site Statutory Guidance April 2012") and should any enforcement action be instituted against the Council and/or the Partner by any regulatory authority (including without limitation the Environment Agency or relevant local authority (as appropriate)) then the parties agree that the relevant regulatory authority should allocate costs and liabilities of any remediation action in accordance with the agreement herein contained and if that regulatory authority does not do so then the parties nevertheless agree that as between themselves this agreement should operate to transfer such liability to the Partner.
Parties’ Acknowledgement. The parties hereto hereby acknowledge that: sufficient time was provided to review this Agreement thoroughly; the terms of this Agreement and the obligations hereunder have been read and are understood; and a copy of this Agreement has been received by each of the parties.
Parties’ Acknowledgement. Each Party knowingly and voluntarily, of his/its own free will without any duress, being fully informed and after due deliberation, accepts the terms of this Agreement, including without limitation, the releases set forth in this SECTION 5, and signs the same as his/its own free act. Executive understands that as a result of executing this Agreement, Executive will not have the right to assert that the Company unlawfully terminated his employment or violated any of his rights.
Parties’ Acknowledgement. The Liquidator and the Company acknowledge that the Company has entered into the following agreements with respect to the Properties listed on SCHEDULE 10.5 attached hereto: (i) a certain Purchase and Sale Agreement, dated September 1, 2000, between the Company and The Prudential Insurance Company of America (the "Prudential Contract"), and (ii) a certain Letter Agreement, dated August 23, 2000, between the BBP/Goldenstate Acquisitions, L.L.C. (an affiliate of the Company) and GMS Realty, Inc. (the "GMS Letter"). The Liquidator and the Company further acknowledge that nothing in this Agreement is intended to alter the rights and obligations of the parties under those agreements, and that the Company will manage and coordinate the additional documentation and consummation of the transactions contemplated thereby. The Liquidator, in its capacity as the Liquidator under this Agreement, will not interfere in any way with the consummation of the transactions contemplated by such agreements. The parties hereby acknowledge that neither the good faith exercise of rights under or in accordance with the Prudential Contract nor the good faith disclosure of information material to such Prudential Contract of which the Liquidator becomes aware shall constitute "interference". Upon reasonable request by the Company, the Liquidator will use its good faith commercially reasonable efforts to assist the Company with any matter in connection with the transactions contemplated by those agreements.
Parties’ Acknowledgement. OF SUBSTITUTION ANI hereby acknowledges in whole the transactions contemplated hereby, including the substitution of NVC as the obligee in respect of the Receivable, and the discharge of its obligation to TLSI in connection with the Receivable and the substitution therefor of its obligation to NVC. ANI covenants to make all future payments with respect to the Receivable to NVC. The Parties agree and acknowledge that from and after the Effective Date, ANI's obligations to TLSI with respect to the Receivable will cease, and TLSI will have no rights or recourse to ANI in respect of the Receivable whatsoever. TLSI acknowledges that ANI has paid in full for, and that TLSI has no ownership interest in, any products or services provided to ANI by TLSI related to the Receivable. All of TLSI's rights in the Receivable shall be fully transferred to NVC which shall fully succeed to the rights and remedies formerly possessed by TLSI.
Parties’ Acknowledgement. 1.1 All words used in this Agreement that are defined in the conservation easement provisions of the Act shall have the meaning assigned by the Act. Otherwise, unless the context otherwise requires, the words and phrases contained in this Agreement and the attached Schedules shall have the meanings as herein defined.
Parties’ Acknowledgement. The Parties acknowledge and agree that, despite any provision of this Deed to the contrary, the powers and responsibilities of the Auditor General under the Financial Management Act 2006 (FAA) are not limited or affected by this Deed. In addition, the Ministers requirements to report to parliament under the FAA are not fettered by this Deed.
