Xxxxxxx Representations. Xxxxxxx represents, warrants and covenants to Anterios as follows:
Xxxxxxx Representations. Xxxxxx represents that it is a registered investment adviser under the Investment Advisers Act of 1940.
Xxxxxxx Representations. Xxxxxxx represents that it is duly registered as an investment adviser or exempt from registration where its advisory activities subject Chelsea to registration. Additionally, at all times while this Agreement is in effect, Chelsea will maintain such status and operate in full compliance with the applicable laws and regulations in all applicable jurisdictions. Xxxxxxx further represents that Xxxxxxx has duly authorized, executed, and delivered this Agreement. Xxxxxxx represents that the Agreement is a valid and binding obligation of Xxxxxxx, enforceable against Xxxxxxx in accordance with its terms and that neither the execution and delivery of this Agreement nor the performance by Xxxxxxx of its obligations under the Agreement, will conflict with, or result in a breach of, any of the terms or provisions of any agreement or instrument to which it is a party or by which it is bound.
Xxxxxxx Representations. (a) Xxxxxx represents that Xxxxxx has received all leaves (paid and unpaid) that Xxxxxx was owed or could be owed by the Company and each of the other Company Parties and Xxxxxx has received all salary, bonuses and other compensation that Xxxxxx has been owed by the Company Parties as of the date that Xxxxxx executes this Agreement (which amount does not include the consideration described in Section 2 above).
Xxxxxxx Representations. Xxxxxxx represents and warrants that (i) all of the Services will be rendered using sound, professional practices and in a competent and professional manner; and (ii) it has all necessary permissions, software licenses and ownership rights to provide the Services.
Xxxxxxx Representations. In connection with the granting of the options provided for herein and the redemption or purchase of DMC Shares, Xxxxxxx represents and covenants to DMC and Westar as follows: 2.1
Xxxxxxx Representations. Each Company Party represents, warrants and covenants to each other Party that the following statements are true, correct, and complete as of the date hereof:
Xxxxxxx Representations. 1.1 Xxxxxx represents and warrants to Palomine that:
Xxxxxxx Representations. Xxxxxxx has read this Agreement carefully and he understands all of its terms. In agreeing to sign this Agreement, Xxxxxxx has not relied on any statements or explanations made by ITT, except as specifically set forth in this Agreement. Xxxxxxx is voluntarily releasing any claims against ITT, and he understands that in consideration of accepting the consideration described above, he may be giving up possible future administrative and/or legal claims. Xxxxxxx also understands and agrees that this Agreement contains all of the agreements between ITT and him relating to the matters included in this Agreement.
Xxxxxxx Representations. (a) Xxxxxx represents and warrants to PC III and PCA that the Shares have been duly authorized, and are fully-paid and non-assessable, and shall be freely transferable without restriction (except for the volume limitation set forth below) or registration under the Securities Act.
