PLEASE COMPLETE THE FOLLOWING SECTION I OF THIS DECLARATION ONLY Sample Clauses

PLEASE COMPLETE THE FOLLOWING SECTION I OF THIS DECLARATION ONLY. IF YOU ARE NOT AN “AFFILIATE” OF THE CORPORATION, OR ARE SUCH AN “AFFILIATE” SOLELY BECAUSE YOU ARE AN OFFICER AND/OR A DIRECTOR. For these purposes, an “affiliate” is deemed to be an officer, director or 10% or more shareholder of the Corporation, or one who otherwise controls the Corporation. The undersigned Seller (A) acknowledges that the sale of of the Corporation’s common shares, represented by certificate number , to which this declaration relates, has been made in reliance on Rule 904 of Regulation S under the United States Securities Act of 1933, as amended (the “1933 Act”), and (B) certifies that (1) the undersigned Seller is either (a) not an “affiliate” (as defined in Rule 405 under the 0000 Xxx) of the Company or (b) such an “affiliate” of the Company solely by virtue of being an officer and/or director thereof; (2) the offer of such securities was not made to a “U.S. Person” or to a person in the United States and either (a) at the time the buy order was originated, the buyer was outside the United States, or the Seller and any person acting on its behalf reasonably believe that the buyer was outside the United States, or (b) the transaction was executed on or through the facilities of the Canadian Securities Exchange or another “designated offshore securities market” within the meaning of SEC Rule 902, and neither the seller nor any person acting on its behalf knows that the transaction was prearranged with a buyer in the United States; and (3) neither the Seller nor any person acting on its behalf engaged in any directed selling efforts in connection with the offer and sale of such securities; and (4) if I am an officer and/or director of the Corporation, no selling concession, fee or other remuneration will be paid in connection with this offer and sale other than the usual and customary broker’s commission. Terms used herein have the meanings given to them by Regulation S. AFFIRMATION BY SELLER'S BROKER-DEALER We have read the foregoing representations of our customer, (the "Seller") with regard to our sale, for such Seller's account, of the securities described therein, and we hereby affirm that, following due inquiry, we are of the belief that (1) the buyer is not a “U.S. Person,” and (2) that, to the best of our knowledge and belief, all other statements made therein are full, true and correct. Terms used herein have the meanings given to them by Rule 902 of Regulation S (see below). Name of Firm By: Signature of Authorized Officer Nam...
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Related to PLEASE COMPLETE THE FOLLOWING SECTION I OF THIS DECLARATION ONLY

  • Compensation for Convenience Termination If City shall terminate for its convenience as herein provided, City shall compensate Consulting Engineer/Architect for all Engineering/Architectural Services satisfactorily completed to date of its receipt of the termination notice and any additional Engineering/Architectural Services requested by City to bring the Project to reasonable termination. Compensation shall not include anticipatory profit or consequential damages, neither of which will be allowed.

  • Obligations relating to Change in Ownership 5.3.1 The Concessionaire shall not undertake or permit any Change in Ownership, except with the prior approval of the Authority.

  • PROVISIONS OF THIS AGREEMENT APPLICABLE ON ALLOTTEE / SUBSEQUENT ALLOTTEES It is clearly understood and so agreed by and between the Parties hereto that all the provisions contained herein and the obligations arising hereunder in respect of the Project shall equally be applicable to and enforceable against any subsequent Allottees of the [Apartment/Plot], in case of a transfer, as the said obligations go along with the [Apartment/Plot] for all intents and purposes.

  • PURPOSE AND SCOPE OF THIS AGREEMENT The intent of this Agreement is to establish uniform conditions of employment for Gas Inspector workers, as hereinafter provided. Due to the nature of this specialized workforce, the parties recognize and agree to cost shifting of the normal benefit structure of the industry. At such time, the parties establish a training program, and new workforce, they will address, and place into effect the normal wage and benefit structure outlined in the Outside Line Construction Labor Agreement. Local Union 1245 is presently chartered by the International Brotherhood of Electrical Workers, AFL-CIO, to cover certain electrical work in the States of California (except Siskiyou, Modoc, and Del Norte Counties) and Nevada (except Lincoln, Clark and that part of Xxx County lying south of the Mount Diablo base line); therefore, the territorial scope of this Agreement shall uniformly cover the above area.

  • Application of this Revenue Sharing Agreement to Notes The terms of this Revenue Sharing Agreement shall apply to each Note as if the terms of this Revenue Sharing Agreement were fully set forth in each Note.

  • Terms Herein Controlling Provisions The terms of this attachment shall prevail and control over the terms of any other conflicting provision in any other document relating to and a part of the Agreement.

  • MODIFICATION BY SUBSEQUENT AGREEMENT This Agreement may be modified by subsequent agreement of the Couple only by an instrument in writing signed by both of them, an oral agreement to the extent that the Couple executes it, or an in-court oral agreement made into an order by a court of competent jurisdiction.

  • Termination for Convenience TIPS may, by written notice to Vendor, terminate this Agreement for convenience, in whole or in part, at any time by giving thirty (30) days’ written notice to Vendor of such termination, and specifying the effective date thereof.

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