Client Representations and Warranties. 10.1 You, the Client, represent and warrant that as at the date of these Account Terms and at all times during these Account Terms: if you are a legal entity other than a natural person, the Client is duly organised and validly existing (or, if a natural person, you are of legal age to make binding agreements and are not under a legal disability or incapacity which would make these Account Terms unenforceable or invalid) and you have full power and authority to enter into, and has taken all necessary steps to enable it lawfully to enter into, these Account Terms and the Transactions and obligations under it; the person executing (for the Client) the application for an agreement on these Account Terms has full power and authority to execute these Account Terms on behalf of the Client, and bind the entity (whether a natural person, company, partnership or otherwise); these Account Terms constitutes a legal, valid and binding obligation of the Client; if the Client is more than one person they will each be jointly (that is, together) and severally (that is, individually fully) liable under these Account Terms; if the Client is a corporation, you have been and remain duly formed under the laws of the place of its incorporation and has power and authority to deal in the Admiral Products offered by Admiral, and the person executing the Application Form on these Account Terms has full power and authority to execute (for the Client) the application for an agreement on these Account Terms; if the Client is one or more persons acting as a partnership in relation to these Account Terms, the Client and each other partner has power and authority to deal in Transactions and to be bound by these Account Terms, and the person executing the Application Form on these Account Terms has full power and authority to execute these Account Terms on behalf of all of the partners; if the Client is a Trustee, the trust deed specifically empowers and authorises dealings in the Admiral Products covered by these Account Terms, and such dealings are within the authorised ambit of the Trust’s investment strategy; if the Client is comprised of two or more persons (that is, holding a joint Account), that all such decisions made, and instructions issued, pursuant to these Account Terms, are made on a fully informed and agreed basis by all the parties to the joint Account; a Client may be comprised of two or more persons. If the client is comprised of more than one person then the Account wi...
Client Representations and Warranties. You represent that you have the full legal power and authority to enter into this Agreement and that the terms of this Agreement do not violate any obligation or duty to which you are bound, whether arising out of contract, operation of law, or otherwise. If you are an entity (e.g., corporation, partnership, limited liability company, or trust), this Agreement has been duly authorized by the appropriate corporate or other action and when so executed and delivered shall be binding in accordance with its terms. You agree to promptly deliver such corporate resolution or other action authorizing this Agreement at our request.
Client Representations and Warranties. Client represents and warrants that:
(a) Client is of sound mind, legal age and legal competence; and, (b) no person other than Client has or will have an interest in Client’s account(s); and, (c) Client hereby warrants that regardless of any subsequent determination to the contrary, Client is suitable to trade foreign exchange contracts, and, (d) Client is not now an employee of any exchange, any corporation in which any exchange owns a majority of the capital stock, any member of any exchange and / or firm registered on any exchange, or any bank, trust, or insurance company that trades the same instruments as those offered by GMI, and in the event that Client becomes so employed, Client will promptly notify GMI via e-mail of such employment; and, (e) all the information provided in the GMI Account Application (the “Application”) is true, valid, accurate and complete as of the date hereof and Client will notify GMI promptly of any changes in such information,
(f) the Client has read and fully understood the terms of the Agreements including the Risk Disclosure;(g) all actions performed under this Agreement will not violate the law, the Applicable Regulations or any law, ordinance, charter, by-law or rule applicable to the Client or to the jurisdiction in which the Client is resident, or any agreement by which the Client is bound or by which any of the Client’s assets are affected, (h) the Client confirms that he / she has regular access to the internet and consents GMI provides him/her with information, including, without limitation, information about amendments to the terms and conditions, costs, fees, the Operative Agreements, Policies and information about the nature and risks of investments by posting such information on the Website, (i) the Client funds and/or any Financial Instruments, which the Client may deliver to GMI in accordance with the terms of this Agreement are not in any direct or indirect way the proceeds of any illegal activity or used or intended to be used for terrorist financing; are owned by the Client and are free of any lien, charge, pledge or other encumbrance or claim by any third party; (j) the Client will make use of the services and/or prices offered under this Agreement in good faith and, where applicable, acting in accordance with accepted market practice, (k) the Client will notify the Company if at any stage during the course of this Client Agreement he becomes a Politically Exposed Person.
Client Representations and Warranties. 14.1 Client represents and warrants that (i) it has the legal right to enter into this Agreement and perform its obligations hereunder, and (ii) the performance of Client’s obligations and use of the TCP Services by Client, its Designated Users and Employees will not violate any applicable laws, including all applicable domestic and international data protection laws, or cause a breach of duty to any third party, including Employees.
14.2 Client represents and warrants that all Personal Data included in the Client Data has been collected from all Employees and Designated Users and will be transferred to TCP in accordance with all applicable data protection laws, including, but not limited to, the EU General Data Protection Regulation 2016/679 and the Illinois Biometric Information Privacy Act, to the extent applicable. Client acknowledges and agrees that
(i) TCP is a service provider and processes Client Data solely on behalf of and at the direction of Client, and exercises no control whatsoever over the content of the Client Data passing through the TCP Services or that is otherwise transferred by Client to TCP, and (ii) it is the sole responsibility of Client to ensure that the Client Data passing through the TCP Services or that is otherwise transferred by Client to TCP complies with all applicable laws and regulations, whether now in existence or hereafter enacted and in force.
14.3 Client represents and warrants that its Affiliates’ use of the TCP Services, if any, shall not relieve Client of any liability under this Agreement, and Client shall be responsible and liable for the acts and omissions of its Affiliates hereunder as if performed or omitted by Client.
14.4 In the event of any breach of any of the foregoing representations or warranties in this Section 14, in addition to any other remedies available at law or in equity, TCP will have the right to suspend immediately any TCP Services if deemed reasonably necessary by TCP to prevent any harm to TCP and its business. TCP will provide notice to Client and an opportunity to cure, if practicable, depending on the nature of the breach. Once cured, TCP will promptly restore the TCP Services.
Client Representations and Warranties. The Client hereby represents and warrants, knowing that Consultant is relying thereon, that:
a) The Client is duly organized, validly existing and in good standing under the laws of the state of Delaware. The Client is qualified to do business as a foreign corporation in each state in which its business requires it to be so qualified.
b) All Shares issuable upon exchange of salary and, upon receipt of the full exercise price, where applicable, all shares issued to Employee under options will be duly and validly issued, fully paid and non-assessable, and will be delivered free and clear of any liens, claims or encumbrances, except for restrictions imposed by reference to the registration requirements of the Securities Act of 1933.
Client Representations and Warranties. 22.1 The CLIENT represents and warrants that:
i. if the CLIENT is a natural person, the CLIENT is of sound mind, legal age and legal competence
ii. if the CLIENT is not a natural person,
a. the CLIENT is duly organized and validly existing under the applicable laws of the jurisdiction of its organization;
b. Execution and delivery of this Agreement and all Contracts and other transactions contemplated hereunder and performance of all obligations contemplated under this Agreement and all other transactions contemplated hereunder have been duly authorised by the CLIENT; and
c. Each person executing and delivering this Agreement and all other transactions contemplated hereunder on behalf of the CLIENT, has been duly authorised by the CLIENT to do so.
iii. No person other than the CLIENT has or will have an interest in the CLIENT’s account(s) and the CLIENT has not granted and will not grant a security interest in the CLIENT’s account with TRADESMART (other than the security interest granted to TRADESMART hereunder) to any person without TRADESMART’s prior written consent. The CLIENT has full beneficial ownership of all collateral and will not grant any security interest in any collateral to any person (other than the security interest granted to TRADESMART hereunder) without TRADESMART’s prior written consent; and,
iv. the CLIENT hereby warrants that regardless of any subsequent determination to the contrary, the CLIENT is suitable to trade OTC; and,
v. the CLIENT is not now an employee of any exchange, any corporation in which any exchange owns a majority of the capital stock, any member of any exchange and/or firm registered on any exchange, or any bank, trust, or insurance company, and in the event that CLIENT becomes so employed, CLIENT will promptly notify us, at TRADESMART's home office, in writing, of such employment; and,
vi. the CLIENT will execute and deliver all documents, give all notices, make all filings and take such other actions as TRADESMART, in its sole discretion, deems necessary or desirable to evidence or perfect any security interest in favor of TRADESMART or to protect TRADESMART’s interests with respect to any Collateral; and,
vii. the CLIENT has read and understands the provisions contained in this Agreement, including, without limitation, TRADESMART’s Risk Disclosure Statement and Privacy Statement; and
viii. the CLIENT will review this Agreement; and
ix. the CLIENT will not affect any transaction in CLIENT’s account unless the CLIE...
Client Representations and Warranties. The Client represents and warrants to the Consultant that the statements contained in this Section 6(a) are correct and complete:
(i) The Client is a corporation duly organized, validly existing, and in good standing under the laws of the state of Delaware, with all requisite corporate power and authority to enter into this Agreement, perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunder, have been duly approved and authorized by the Client's board of directors and shall not (i) result in a violation of any of the constituent documents of the Client; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Client is a party or by which it or any of its properties or assets may be bound; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of transactions contemplated hereunder.
(ii) This Agreement constitutes a valid and binding obligation of the Client, enforceable against the Client in accordance with its terms, subject to general equitable principles and bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium, or other similar laws relating to or affecting generally the enforcement of creditors’ rights.
Client Representations and Warranties. I agree to the following:
(a) I will review all reports and other notifications, including periodic performance reports, account statements and confirmations, provided by Xxxxxx Xxxxx in connection with my Account for accuracy within ten (10) calendar days of receiving the documents and will notify Xxxxxx Xxxxx in writing of any inaccuracy. All reports, statements, confirmations and cash balances shall be deemed conclusive if not objected to within ten (10) calendar days of receipt.
(b) I will notify Xxxxxx Xxxxx promptly in the event of a change to my address, email or phone number.
(c) The investment model chosen by me in my Account meets my needs in view of my overall financial situation.
(d) Neither Xxxxxx Xxxxx, the Overlay Manager nor Executing SMA Manager(s) makes any representations as to how quickly uninvested cash, including redemption proceeds from ineligible securities, will be invested into the Program Investments of the investment model chosen by me for my Account.
(e) Xxxxxx Xxxxx makes no representation as to how quickly funds added to my Account or proceeds from the sale of Program Investments may be reinvested. I understand that in such circumstances, my assets may not be fully invested and may be subject to market risk between the redemption date and the reinvestment of the assets.
(f) A Program Investment’s past performance is not a guarantee of future performance, and I may incur losses in my Account. I have considered the possibility of losing money before deciding to participate in Advisory Solutions.
(g) Recommendations given to me may be different from the recommendations given to other clients participating in Advisory Solutions even if those clients have the same Account Portfolio Objective and/or are in the same model.
(h) Xxxxxx Xxxxx will not provide legal, accounting or actuarial advice, nor will Xxxxxx Xxxxx prepare any legal, accounting or actuarial documents. I should consult with my legal or tax professional about the consequences of investing in securities through Advisory Solutions.
(i) I will receive, either electronically or in standard paper delivery, the Form ADV Part 2A Brochure and Brochure Supplement(s) for the Overlay Manager and any SMA Manager who has discretion over my Account, in whole or in part.
(j) Program Investments can be purchased directly through other alternatives, including through a brokerage account, subject to sales charges and/or commissions. An Advisory Solutions UMA Models Fee would not be as...
Client Representations and Warranties. 9.3. 1 Client represents and warrants to IGF that:
i) all representations made, and any information supplied (including those related to financial status, Products and prices) are true, accurate and complete; and
ii) there exists no material default as to any other agreement, or material potential liability, legal or otherwise, which might impair its ability to comply with this Agreement or any Transaction Document.
Client Representations and Warranties. 2.1 You agree and warrant that, if you are an individual, you are of full age and capacity and in the case of a firm or corporation, it is duly constituted and incorporated and possesses the requisite power to enter into this Agreement and this Agreement will constitute legally binding and enforceable obligations on You.
2.2 You warrant that:
2.2.1 Performance of your obligations under this Agreement does not violate any Law;
2.2.2 When you use our money transfer service, payment of money to the Receiver will not breach any Law;
2.2.3 All information you have provided us is true, correct and complete, and you will notify us within 2 Days of any changes to such information;
2.2.4 All information you have provided is true in all material respects as at the date of this Agreement or, if later, when the information is provided.
2.3 You agree and acknowledge that we will enter into transactions contemplated by this Agreement in reliance on the representations and warranties made by you.
2.4 You authorise us to deduct our fees from the money you have paid us before we transfer the money to the Receiver.
2.5 If you enter into this Agreement as a Trustee of a Trust:
2.5.1 The Trust has been duly constituted, is valid and complies with all applicable laws;
2.5.2 The Trust Deed has been executed and stamped, in accordance with the laws of the releva State or Territory of Australia;
2.5.3 You are the only Trustee of the Trust;
2.5.4 The property of the Trust has not been resettled, set aside or transferred to any other trust or settlement and the Trust Deed has not been terminated and the date or any event for the vesting of the Trust’s property has not occurred;
2.5.5 All obligations under, and transactions contemplated by, this Agreement constitute binding obligations and are lawfully enforceable against the Trust and its property in accordance with their terms;
2.5.6 You have an unrestricted right to be fully indemnified or exonerated out of the Trust’s property in respect of any losses or liabilities incurred by it in its dealings with us, and the Trust’s property is sufficient to satisfy that right of indemnity or exoneration;
2.5.7 You have complied with your obligations in connection with the Trust;
2.5.8 There is no conflict of interest on your part in entering into this Agreement and performing your obligations under it or the transactions contemplated by it.
