If one of the parties to the agreement is a lawyer, its code of ethics may require that the other party be effectively advised by an independent lawyer. (See, for example, the rules that apply to Ontario lawyers.) This is an acknowledgment that the individual had the opportunity to review the agreement with counsel, not that they did. The Borrower shall not and shall not permit any obligated party to enter into or exist any agreement or arrangement, except in accordance with this Agreement, the Recognition Agreement or any loan document that directly or indirectly prohibits the Borrower or any obligated Party from creating or acquiring a lien on the Guarantee. The parties acknowledge that this Agreement does not replace, modify or in any way affect the terms of the stock options granted by Acme to executive law prior to the date of this Agreement. The clause confirming the terms of the contract (or verification by an independent lawyer or legal advisor) contains a confirmation by a person who is a party to the agreement that he or she has read and understood the agreement, who has had the opportunity to review the agreement with independent counsel, and who has voluntarily signed the agreement. Advise the legal counsel. [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. (d) knowingly and voluntarily accepts all the terms of this Agreement, without any coercion, coercion or undue influence on the part of [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 regarding this Agreement, and 1. Acceptance of the terms of the Agreement. Before signing this Agreement, [PART B] It never makes sense to use recognize in combination with another verb. Recognizing and accepting is a particularly common example of this practice; Depending on the verbs, you must either confirm for yourself or do without both verbs.

(Number 3.31 of the MSCD states that since the parties declare in the contract header that they agree to the following, nothing is served by the parties indicating in the body of the contract that they agree to a particular provision.) Here are three examples of the appropriate use of recognition: What about understanding? And accept? They essentially perform the same function as recognition, so I suggest you be in compliance with the first general rule of the project – be consistent! – renounce it in favour of recognition. . This Agreement shall terminate with respect to mortgages or any part thereof transferred on the relevant transfer date corresponding to the date set forth in the applicable Recognition Agreement. Acme acknowledges that the consultant provides consulting and services to others. Sometimes a draftsman throws the kitchen sink into it: After the execution, delivery, acceptance and registration of the applicable agreement on the addition and recognition of the lender from and after the applicable entry into force of the differential loan, each differential term lender will have an additional loan obligation as set out in the registry, as well as all the rights and obligations of a lender having such an obligation to an additional loan under the this Agreement. I have to start by reassessing the contractual language categories. (If you just want the basics, you might want to move on to the next section.) In the following two examples, recognition is used inappropriately to change the language of the commitment or commitment. introduce the wording of the Directive: when is it appropriate to use Recognise? Black`s Law Dictionary states as a definition that ”(something) is recognized as factual or valid,” but this provides little practical guidance. Here is my opinion: Both present and recognized serve to introduce statements of fact. You must use represent if the party concerned has direct knowledge of this fact; You should use Recognize if the party in question has no direct knowledge of this fact, but instead accepts as accurate a fact claimed by another party. Writers sometimes have a party that ”unconditionally acknowledges” or ”explicitly recognizes” something. These uses represent a rhetorical emphasis.

(For more information on the rhetorical accent, see this post.) Therefore, in the next issue of MSCD, I expect to move the entire performance language with speaking verbs into a separate category. For now, I`m thinking of calling this category ”language of explanation,” but I`m open to suggestions. This category will include the current category ”Language of representation”. This category optimization means that the language of performance no longer contains all the performatives, but lawyers won`t care. I hope linguists will understand! Any portion of a compensation payment funded by funds deposited in the escrow account will be paid directly to the agent or may come directly from the escrow account as an agent in accordance with the provisions of the escrow account recognition agreement. Here is an example of the performance language: Acme hereby licenses Smith. In my first book, I call this kind of language a ”performative ritual.” MSCD ¶ 3.8 states that this type of performance language must be distinguished from performance language, which uses a verb to speak, such as recognizing or accepting .B. I don`t expect this reassessment to shake anyone`s world, but I`m glad I found it, albeit belatedly.

The language of representation as it is currently conceived has always seemed a little fragile to me. The resignation of the outgoing administrative officer will not take effect until the date on which a successor has been appointed and has entered into the recognition agreement or any replacement thereof (the ”Effective Date of Withdrawal”). Each shareholder acknowledges that the amalgamation shares have not been registered under the Securities Act and will instead be issued under an exemption from registration. The Consultant represents, warrants and acknowledges the Company and undertakes and accepts it as follows: A Style Manual for Contract Drafting refers only once to the verb to recognize. Damn, it doesn`t even deserve an entry in the index. I will now give him the treatment he deserves. . An alternative to Part X recognising that a fact alleged by Part Y is correct would be to include that fact in the recitals. If the fact in question relates to the context of the transaction, it would certainly be part of the recitals.

But if the fact is particularly important, it might be better to reinforce this importance by asking one or more parties to recognize this fact in the main part of the contract. .