The clause relating to acceptance of the terms of the contract (or review by an independent lawyer or legal adviser) contains confirmation by a person who is a party to the agreement that he or she has read and understood the agreement, that he or she has had the opportunity to review the agreement with independent legal counsel, and that he or she has voluntarily signed the agreement. 1. Acceptance of the terms and conditions of the contract. Before signing this agreement, [PART B], it is an acknowledgement that the person had the opportunity to review the agreement with a lawyer, not that he or she actually did so. (d) knowingly and voluntarily accepts all the terms of this Agreement, without coercion, coercion or undue influence by [PARTY A], its agents or any other person, and agrees to be legally bound by these Terms. (c) has been advised by [PARTY A] and has had ample opportunity to consult with counsel of his or her choice with respect to this Agreement, and if one of the parties to the Agreement is a lawyer, its professional rules may require that the other party be effectively advised by independent counsel. (See, for example, the rules that apply to Ontario lawyers.) Advice from the lawyer. [PARTY A] advised [PARTY B] to review this Agreement with counsel of its choice before signing this Agreement, and [PART B] had a reasonable period of time to do so. 7. Voluntary enforcement of recognition. Executive acknowledges that Executive has had the opportunity to discuss this matter with Executive`s private counsel and seek executive`s advice, that it has had sufficient time to carefully read and fully understand all the provisions of this Confirmation, and that it knowingly and voluntarily enters into such confirmation. 14. The Member hereby confirms that he/she has read the instructions attached to this Confirmation of Membership.
Delivery of this Agreement is irrevocable subject to payment of the portion of the estimated net consideration for the Merger payable to the Member on the balance sheet date in accordance with the Merger Agreement. (b) has carefully and fully understood all of its terms and conditions. . Subject to paragraph 12 below, the Member undertakes not to bring any action against the Buyer, the Surviving Company, the Company and the persons associated with the Company in connection with the released claims and to induce the persons associated with the Member not to bring any action against the Buyer, the Surviving Company, the Company and the persons associated with the Company. The Member agrees that there is no right to contribution, set-off or set-off or any other right or remedy (including the rights and remedies contained in the agreement with the LLC Company) against the Company, any person affiliated with the Company or the surviving company in connection with any claim for compensation or other liability, to which such Member may, exercise or assert (and will not or permit any other person affiliated with the Company to do so) to exercise or assert. pursuant to the Merger Agreement or this Confirmation of Membership. The Member further agrees that after closing, it will not request the withdrawal of transactions provided for in the Merger Agreement or this Membership Confirmation. .
(a) has had a reasonable opportunity, for at least [21] days, to review the terms of the agreement. Merchantability, fitness or fitness for a particular purpose or transaction with respect to any of the assets of the Company or any of its subsidiaries (including ships). Without limiting the generality of the foregoing, any cost estimates, financial or other projections or other forecasts contained or referred to in the Appendices or elsewhere, as well as any information, documents or other materials (including documents contained in a data room or reviewed by Buyer or any of its affiliates, B. Agents or agents in accordance with the Confidentiality Agreement) or management submissions relating to the Company and its subsidiaries provided to Buyer or any of its affiliates, agents or agents are not and will not be considered representations or warranties of the Company, and no representations or warranties are made as to the accuracy or completeness of the foregoing, except as expressly stated in this Agreement and in a Member Confirmation. Each Buyer and Merger Subcontractor understands and agrees that, except for the company`s representations and warranties in this Agreement and in a Member Confirmation, all inventory, equipment, vehicles, vessels (including ships), assets, real estate and business of the Company and its subsidiaries will be provided as is, where and subject only to representations and warranties, contained in this Agreement and in a Member Confirmation, with all defects and without any other representation or warranty of any kind. The clause on recognition of the terms of the contract should be included when a party, usually the one in the strongest negotiating position (para. B example, an employer, licensor, landlord, etc.), is represented by a lawyer and the other party is not. . Create document automations that allow you, your employees, and your customers to automatically fill out contract templates. .