Information Provided to Purchaser Sample Clauses

Information Provided to Purchaser. The information located in the data room to which the Purchaser has been provided access (the “Data Room”) has been prepared in good faith and made available to the Purchaser for the purposes of assisting it in making an assessment of the terms and conditions of this Agreement and the Seller has not deliberately omitted any material information from the Data Room or deliberately included any materially misleading information in the Data Room.
Sample 1
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Information Provided to Purchaser. Each Purchaser represents and warrants that (i) such Purchaser has received and reviewed such information regarding the organization, capitalization, financial condition and investments of the Corporation and its Affiliates as such Purchaser has deemed necessary to his or her decision to make an investment in the Shares, (ii) the Corporation or its representatives have afforded such Purchaser and his or her advisors, if any, the opportunity to discuss an investment in the Shares and to ask questions concerning the Shares, the Corporation and the Venture, and the Corporation's representatives have provided answers to all such questions, and (iii) such Purchaser has not relied on any other Shareholder in determining to purchase Shares hereunder.
Sample 1
Information Provided to Purchaser. Each Seller has provided to Purchaser all material information about the Claim and all such information is true, correct and complete. Each Seller has also provided to Purchaser originals or true, accurate and complete copies of all material Claim Documents. Other than as evidenced by the Claim Documents, no Seller has had any communications regarding the Litigation with the District Court, Lead Counsel, the CA or any other entity involved in the Litigation.
Sample 1
Information Provided to Purchaser. To the best of Seller’s knowledge, all information provided to Purchaser by Seller in connection with the sale of the Asset is true, correct and complete in all material respects. Seller has made the following Representations or Warranties to Purchaser: i. Seller warrants that, if asked by the EDNY, Lead Counsel, the CA or any other entity affiliated with the Settlement, Seller, to the extent the Debtor still exists with at least one authorized officer or independent contractor who is readily available, will at Purchaser’s cost state (including in a sworn declaration or affidavit) that (1) Seller did not and never intended to opt-out of the Settlement or Interchange Litigation; (2) Seller never gave any entity any indication of an intent to opt-out of the Settlement or Interchange Litigation; and (3) Seller never authorized any entity to opt-out of the Settlement or Interchange Litigation on Seller’s behalf. ii. Seller warrants that it will never take any position inconsistent with the representations and warranties contained herein.
Sample 1
Information Provided to Purchaser. Seller agrees that the information concerning Seller or any of the Seller Subsidiaries that is provided or to be provided by Seller to Purchaser for inclusion in any documents to be filed with any Regulatory Authority in connection with the Contemplated Transactions will at the respective times such documents are filed, not be false or misleading with respect to any material fact, or omit to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. Notwithstanding the foregoing, Seller shall have no responsibility for the truth or accuracy of any information with respect to Purchaser or any of its Subsidiaries or any of their Affiliates contained in any document submitted to, or other communication with, any Regulatory Authority.
Sample 1
Information Provided to Purchaser. Notify the Purchaser of the happening of any event as a result of which the Prospectus contained in such Registration Statement, as then in effect, includes any untrue statement of a material fact or omits to state any material fact required to be stated therein or necessary to make the statements therein not misleading in the light of the circumstances then existing, and prepare and furnish to the Purchaser a reasonable number of copies of any supplement to or amendment of such Prospectus that may be necessary so that, as thereafter delivered to the purchasers of the Subject Shares, such Prospectus shall not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in the light of the circumstances then existing; and
Sample 1
Information Provided to Purchaser. The Purchaser further represents and warrants that in order to make an informed decision in connection with the purchase of the Shares: (i) the Purchaser has reviewed the merits and risks of an investment in the Shares with tax and legal counsel and with an investment advisor to the extent deemed advisable by the Purchaser; (ii) the Purchaser recognizes that an investment in the Shares involves a number of significant risks, including, without limitation, those set forth in the Delivered Filings; and the Purchaser, or the Purchaser's agent or advisor, has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of an investment in the Shares; and (iii) the Purchaser, or the Purchaser's agent or advisor, (A) has been provided with sufficient information with respect to the business of the Company and has carefully reviewed the same including, without limitation, the Delivered Filings; (B) has been provided with such additional information with respect to the Company as the Purchaser or the Purchaser's agent or advisor has requested; and (C) has had the opportunity to discuss such information with members of the management of the Company and any questions that the Purchaser had with respect thereto have been answered to the full satisfaction of the Purchaser.
Sample 1
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Information Provided to Purchaser. With respect to each of the Employee Plans, the Company has delivered to the Purchaser a copy of the annual reports; actuarial reports and studies; IRS Forms 5500 or 5500-C (including all Schedules thereto); summary plan descriptions (and all material modifications thereto); financial statements (including trust or other funding statements); all communications from the IRS, the Department of Labor or the Pension Benefit Guaranty Corporation; and a copy of the most recent IRS determination letter, if any, issued with respect to any Employee plan intended to be a Qualified Plan. The Stockholder has delivered to Purchaser insurance premium statements and reports for the most recent plan year and any periods thereafter to the extent such statements and reports have been prepared and delivered or made available to the Stockholder.
Sample 1

Related to Information Provided to Purchaser

  • Information provided to be accurate All financial and other information which is provided in writing by or on behalf of the Borrower under or in connection with any Finance Document will be true and not misleading and will not omit any material fact or consideration.

  • Information Provided You have not provided and will not provide to the purchasers of Shares any written or oral information regarding the business of the Company, including any representations regarding the Company’s financial condition or financial prospects, other than such information as is contained in the Prospectus. You further covenant that, in connection with the Offering you will use your best efforts to comply with such purchaser suitability requirements

  • INFORMATION PROVIDED BY UNDERWRITERS The Company and the Underwriters acknowledge and agree that the only information furnished or to be furnished by the Underwriters to the Company for inclusion in the Registration Statement, any Preliminary Prospectus, any Issuer Free Writing Prospectus or the Prospectus consists of the information set forth in the third and eighth through tenth paragraphs under the caption “Underwriting” in the Prospectus.

  • Additional Information to be Furnished to the Issuing Entity The Administrator shall furnish to the Issuing Entity from time to time such additional information regarding the Collateral as the Issuing Entity shall reasonably request.

  • WHO WILL REVIEW THE INFORMATION DISCLOSED ON THE RELATIONSHIP DISCLOSURE FORM AND ANY UPDATES?

  • DOES THE SPR NEED TO BE UPDATED IF INFORMATION CHANGES Yes. It remains a continuing obligation of the principal or his/her authorized agent to update the SPR whenever any of the information provided on the initial form changes. The SPR needs to be filed with the County Department or County Division processing the application or matter. If and when an additional expenditure is incurred subsequent to the initial filing of the SPR, an amended SPR needs to be filed with the County Department or County Division where the original application, including the initial SPR, was filed. In most cases, the initial SPR needs to be filed with the other application forms. The SPR and any update must be filed with the appropriate County Department or County Division not less than seven (7) days prior to the BCC hearing date so that they may be incorporated into the BCC agenda packet. (See Section 2-354(b), Orange County Code.) When the matter is a discussion agenda item or is the subject of a public hearing, and any additional expenditure occurs less than 7 days prior to BCC meeting date or updated information is not included in the BCC agenda packet, the principal or his/her authorized agent is obligated to verbally present the updated information to the BCC when the agenda item is heard or the public hearing is held. When the matter is a consent agenda item and an update has not been made at least 7 days prior to the BCC meeting or the update is not included in the BCC agenda packet, the item will be pulled from the consent agenda to be considered at a future meeting.

  • Information Provided by the Underwriters The Underwriters severally confirm and the Company acknowledges that the statements with respect to the public offering of the Securities by the Underwriters set forth under the caption “Underwriting” in the Time of Sale Disclosure Package and in the Prospectus are correct and constitute the only information concerning such Underwriters furnished in writing to the Company by or on behalf of the Underwriters specifically for inclusion in the Registration Statement, any Preliminary Prospectus, the Time of Sale Disclosure Package, the Prospectus or any issuer free writing prospectus.

  • Information True and Correct All information heretofore or hereafter furnished by or on behalf of the Collateral Manager in writing to the Borrower, any Lender, any Agent, the Paying Agent or the Facility Agent in connection with this Agreement or any transaction contemplated hereby is and will be true and complete in all material respects and does not omit to state a material fact necessary to make the statements contained therein not misleading;

  • Additional Information to be Furnished to the Issuer The Administrator shall furnish to the Issuer from time to time such additional information regarding the Collateral as the Issuer shall reasonably request.

  • Information to be Supplied (a) The information supplied or to be supplied by the Company for inclusion or incorporation by reference in (i) the Registration Statement will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading and (ii) the Schedule 13E-3 will, at the time it is first filed with the SEC and at any time it is amended or supplemented, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading. (b) The Proxy Statement will, at the time of the mailing thereof and at the time of the Company Stockholder Meeting, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading or omit to state any material fact necessary to correct any statement in any earlier communication with respect to the solicitation of proxies for the Company Stockholder Meeting which has become untrue or misleading. (c) The Registration Statement and the Schedule 13E-3 (in each case with respect to information provided by or incorporated by reference from, the Company) and the Proxy Statement will comply as to form in all material respects with the provisions of the Securities Act and the Exchange Act. (d) Notwithstanding the foregoing, the Company makes no representation or warranty with respect to any statements made or incorporated by reference in the Registration Statement, the Proxy Statement or the Schedule 13E-3 based on information supplied by Holding or Acquiror for inclusion or incorporation by reference therein.

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