Representation Without Limited Exclusivity Sample Clauses

Representation Without Limited Exclusivity. If Limited ------------------------------------------- Exclusivity is terminated pursuant to Section 5.1(b), Netcentives shall [******] effective at the conclusion of the forty-five (45) day period following the Notice (as defined in Section 5.1(b)); provided, however, that if Netcentives, at its sole discretion, continues to [******], regardless of exclusivity status, for as long as Netcentives [******].
Sample 1
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Representation Without Limited Exclusivity. If Limited ------------------------------------------- Exclusivity is terminated pursuant to Section 5.1(b), Netcentives shall no longer have an obligation to feature United as a redemption partner in the ClickRewards Program effective at the conclusion of the forty-five (45) day period following the Notice (as defined in Section 5.1(b)); provided, however, that if Netcentives, at its sole discretion, continues to feature United as a redemption partner in the ClickRewards Program, regardless of exclusivity status, for as long as Netcentives chooses to feature United as a redemption partner.
Sample 1

Related to Representation Without Limited Exclusivity

  • Representations and Agreements to Survive Delivery The indemnity and contribution agreements contained in Section 9 of this Agreement and all representations and warranties of the Company herein or in certificates delivered pursuant hereto shall survive, as of their respective dates, regardless of (i) any investigation made by or on behalf of Cowen, any controlling persons, or the Company (or any of their respective officers, directors or controlling persons), (ii) delivery and acceptance of the Placement Shares and payment therefor or (iii) any termination of this Agreement.

  • Representations and Warranties of Licensee Licensee represents and warrants to Licensor as follows:

  • REPRESENTATIONS AND WARRANTIES TO SURVIVE DELIVERY All representations, warranties and covenants contained in this Agreement or in certificates of officers of the Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any person controlling any Underwriter or any affiliate of any Underwriter, or by or on behalf of the Company, its officers or directors or any person controlling the Company, and shall survive the acceptance of and payment for any of the Securities.

  • Representations and Warranties of Licensor Licensor hereby represents and warrants to Licensee as follows:

  • Notice of Breaches of Representations and Warranties under this Agreement The Borrower shall, upon receipt of notice or discovery thereof, promptly notify the Administrative Agent if any representation or warranty set forth in Section 4.01 or Section 4.02 was incorrect at the time it was given or deemed to have been given and at the same time deliver to the Collateral Agent and the Administrative Agent a written notice setting forth in reasonable detail the nature of such facts and circumstances. In particular, but without limiting the foregoing, the Borrower shall notify the Administrative Agent in the manner set forth in the preceding sentence before any Cut-Off Date of any facts or circumstances within the knowledge of the Borrower which would render any of the said representations and warranties untrue at the date when such representations and warranties were made or deemed to have been made.

  • Authority for this Agreement Each of Parent and Purchaser has all requisite entity power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Parent and Purchaser have been duly and validly authorized by all necessary entity action on the part of each of Parent and Purchaser, and no other entity proceedings on the part of Parent and Purchaser are necessary to authorize this Agreement. This Agreement has been duly and validly executed and delivered by Parent and Purchaser and, assuming the due authorization, execution and delivery by the Stockholders, constitutes a legal, valid and binding obligation of each of Parent and Purchaser, enforceable against each of Parent and Purchaser in accordance with its terms, subject to the Enforceability Limitations.

  • Representation and Warranty of Executive Executive represents and warrants to the Company that he is not now under any obligation, of a contractual nature or otherwise, to any person, partnership, company or corporation that is inconsistent or in conflict with this Agreement or which would prevent, limit or impair in any way the performance by him of his obligations hereunder.

  • Representations, Warranties and Agreements to Survive Delivery All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Company or any of its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or controlling person, or by or on behalf of the Company, and shall survive delivery of the Securities to the Underwriters.

  • Representations and Warranties of Executive Executive represents and warrants to the Company that:

  • Representations and Warranties of Xxxxxxxx Xxxxxxxx hereby represents and warrants to the Company as follows:

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