Recipient’s Representations. The Recipient shall, if required by the Company, concurrently with the execution of this Agreement, deliver to the Company his Investment Representation Statement in the form attached to this Agreement as Exhibit A or in such other form as the Company may request.
Recipient’s Representations. Recipient shall, concurrently with the execution of this Agreement by Recipient, deliver to Props PBC the Investment Representation Statement in the form attached hereto as Exhibit B. The Recipient hereby makes the investment representations listed on Exhibit B to Props PBC as of the date of this Agreement and agrees that such representations are incorporated into this Agreement by this reference, such that Props PBC may rely on them in issuing the Tokens and for any other lawful purpose.
Recipient’s Representations. Recipient represents to Contributor as set forth in this Section.
Recipient’s Representations. The Recipient represents that the Recipient --------------------------- has received a Section 10(a) Prospectus, which explains the administration and operation of the Plan, and has received a copy of the Plan.
Recipient’s Representations. The Recipient hereby represents and warrants to the Company that: (a) Recipient is aware of the Company’s business affairs and financial conditions and has acquired sufficient information about the Company to reach an informed and knowledgeable decision to receive the Incentive Shares, (b) Recipient is receiving the Incentive Shares for Recipient’s own account for investment purposes only and not with a view to, or for the resale in connection with, any “distribution” thereof for purposes of the Securities Act of 1933, as amended (the “Securities Act”), (c) Recipient understands that the Company’s issuance of the Incentive Shares has not been registered under the Securities Act in reliance upon a specific exemption therefrom and that the Incentive Shares must be held indefinitely unless the transfer is subsequently registered under the Securities Act or unless an exemption from registration is otherwise available, (d) Recipient understands that the Company is under no obligation to register any transfer of the Incentive Shares, (e) Recipient has the requisite power and authority to execute and deliver this Agreement and the Operating Agreement, to perform his or her obligations hereunder and to consummate the transactions contemplated hereby, (f) this Agreement and the Operating Agreement have been duly and validly executed and delivered by Recipient and the execution and delivery of this Agreement and the Operating Agreement and performance by Recipient of his or her obligations hereunder and thereunder, the consummation of the transactions contemplated hereby and thereby and the compliance by Recipient with the provisions hereof and thereof will not violate or conflict with any action, suit or order affecting Recipient or require any consent or other action by any other person or entity under, or constitute a default under, any provision of any contract, agreement or other instrument to which Recipient is a party or to which any of his or her properties are bound, (g) this Agreement and the Operating Agreement constitute valid and binding obligations of Recipient, enforceable in accordance with their respective terms, subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies and (h) Recipient has received all documents, books and records pertaining to the Company requested by Recipient and Recipient has had a reasonable...
Recipient’s Representations. Recipient is in compliance with all applicable local, state, tribal and federal laws, regulations and other requirements to which Recipient is subject. IN NO EVENT SHALL SAC BE LIABLE TO RECIPIENT OR ANY THIRD-PARTY, UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE DATA FOR ANY (A) DIRECT DAMAGES, OR (B) LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF REVENUE OR PROFITS, BUSINESS INTERRUPTIONS, LOSS OF INFORMATION OR DATA, OR OTHER FINANCIAL LOSS, ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE DATA, EVEN IF SAC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Recipient’s Representations. In the event the Shares purchasable pursuant to the exercise of this SAR have not been registered under the Securities Act of 1933, as amended, at the time this SAR is exercised, Recipient shall, concurrently with the exercise of all or any portion of this SAR, deliver to the Company an Investment Representation Statement in the form attached hereto as Exhibit C. The Company shall not be required to deliver any shares upon exercise of this SAR prior to (i) the admission of such shares to listing on any stock exchange on which the shares of Common Stock may then be listed, and (ii) the completion of such registration as the Committee shall determine to be necessary or advisable.
Recipient’s Representations. The Recipient, represent and warrant to the Company as follows:
Recipient’s Representations. 4.1 The Recipient represents to WRAP at all times that the following representations are true and accurate in all material respects, and are not misleading, and will notify WRAP of any breach of any such representations at the earliest opportunity:
4.1.1 the Recipient is validly existing, and the Recipient has the power to enter into and perform, and has taken all necessary corporate action to authorise its entry into and performance of, this Agreement; and
4.1.2 no breach of this Agreement is continuing; and
4.1.3 all information provided to WRAP for the purposes of this Agreement is true and accurate as at the date it was provided and as at the date of this Agreement and the Recipient will inform WRAP of any material change in such information to the extent that it impacts the Grant Funding and/or the Project.
Recipient’s Representations. Each time Recipient uses SONAR, Recipient shall be deemed to represent, warrant and covenant to FreightWaves and its Affiliates that: (i) it has all requisite regulatory and legal authority to enter into and be bound by this Agreement; and (ii) its use of SONAR complies with all applicable laws, rules and regulations.
