Other Information 27 Sample Clauses

Other Information 27. The Sellers’ Books and Records 27 Section 7.3. Inspection 27 Section 7.4. The Purchaser’s Records 27 SECTION 8. CONDITIONS PRECEDENT. 28 Section 8.1. Conditions Precedent to the Closing Date 28 Section 8.2. Conditions Precedent to Each Purchase 29 SECTION 9. REPRESENTATIONS AND WARRANTIES. 29 Section 9.1. Generally 29 Section 9.2. Purchased Receivables 32 SECTION 10. COVENANTS. 34 Section 10.1. The Sellers’ Covenants 34 SECTION 11. REPURCHASE OF PURCHASED RECEIVABLES. 35 Section 11.1. Repurchase Price 35 Section 11.2. Xxxxxxxxxx 00 Section 11.3. Repurchase Date 36 SECTION 12. TAXES, ETC. 36 Section 12.1. Taxes 36 Section 12.2. Duties and Taxes 37 SECTION 13. [RESERVED]. 37 SECTION 14. MISCELLANEOUS. 37 Section 14.1. Indemnity 37 Section 14.2. Expenses 38 Section 14.3. Setoff 38 Section 14.4. Notices, Addresses 38 Section 14.5. Certificates and Determinations 39 Section 14.6. Assignments and Transfers 39 Section 14.7. No Waivers, Remedies Cumulative 40 Section 14.8. Amendment 41 Section 14.9. Accounting Treatment; Non-Reliance 41 Section 14.10. Third Party Rights 41 Section 14.11. Counterparts 41 Section 14.12. Entire Agreement 41 Section 14.13. Exclusion of Liability 41 Section 14.14. Invalidity 41 Section 14.15. Governing Law 42 Section 14.16. Consent to Jurisdiction 42 Section 14.17. WAIVER OF JURY TRIAL 42 Section 14.18. USA Patriot Act 42 Section 14.19. Confidentiality 42 Section 14.20. Additional Sellers 43 Section 14.21. Termination of Approved Obligor 43 Section 14.22. Addition of Approved Obligor 43 Section 14.23. Optional Repurchase of Purchased Receivables 43 MASTER ACCOUNTS RECEIVABLE PURCHASE AGREEMENT, dated as of January 21, 2020 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, a Delaware corporation (“SAIC” , an “Initial Seller” and a “Seller”), ENGILITY SERVICES, LLC, a Delaware limited liability company (“Engility”, an “Initial Seller” and a “Seller”), and each Additional Seller (as defined below) that becomes a party hereto (each, a “Seller”, and collectively, the “Sellers”), and MUFG BANK, LTD. (“MUFG”), as the purchaser (the “Purchaser”).
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Related to Other Information 27

  • Other Information Such other information respecting the business, condition (financial or otherwise), operations, performance, properties or prospects of any Loan Party or any of its Subsidiaries as any Agent, or any Lender Party through the Administrative Agent, may from time to time reasonably request.

  • Further Information Prior to the Closing Date, the Company shall have furnished to the Representative such further information, certificates and documents as the Representative may reasonably request.

  • Information The Buyer and its advisors, if any, have been, and for so long as the Note remain outstanding will continue to be, furnished with all materials relating to the business, finances and operations of the Company and materials relating to the offer and sale of the Securities which have been requested by the Buyer or its advisors. The Buyer and its advisors, if any, have been, and for so long as the Note remain outstanding will continue to be, afforded the opportunity to ask questions of the Company. Notwithstanding the foregoing, the Company has not disclosed to the Buyer any material nonpublic information and will not disclose such information unless such information is disclosed to the public prior to or promptly following such disclosure to the Buyer. Neither such inquiries nor any other due diligence investigation conducted by Buyer or any of its advisors or representatives shall modify, amend or affect Buyer’s right to rely on the Company’s representations and warranties contained in Section 3 below. The Buyer understands that its investment in the Securities involves a significant degree of risk. The Buyer is not aware of any facts that may constitute a breach of any of the Company's representations and warranties made herein.

  • Other Information and Inspections In each case subject to the last sentence of this Section 6.3, each Restricted Person will furnish to each Lender any information which Administrative Agent or any Lender may from time to time request concerning any covenant, provision or condition of the Loan Documents or any matter in connection with Restricted Persons' businesses and operations. In each case subject to the last sentence of this Section 6.3, each Restricted Person will permit representatives appointed by Administrative Agent (including independent accountants, auditors, agents, attorneys, appraisers and any other Persons) to visit and inspect during normal business hours any of such Restricted Person's property, including its books of account, other books and records, and any facilities or other business assets, and to make extra copies therefrom and photocopies and photographs thereof, and to write down and record any information such representatives obtain, and each Restricted Person shall permit Administrative Agent or its representatives to investigate and verify the accuracy of the information furnished to Administrative Agent or any Lender in connection with the Loan Documents and to discuss all such matters with its officers, employees and, upon prior notice to Borrower, its representatives. Each of the foregoing inspections shall be made subject to compliance with applicable safety standards and the same conditions applicable to any Restricted Person in respect of property of that Restricted Person on the premises of Persons other than a Restricted Person or an Affiliate of a Restricted Person, and all information, books and records furnished or requested to be furnished, or of which copies, photocopies or photographs are made or requested to be made, all information to be investigated or verified and all discussions conducted with any officer, employee or representative of any Restricted Person shall be subject to any applicable attorney-client privilege exceptions which the Restricted Person determines is reasonably necessary and compliance with conditions to disclosures under non-disclosure agreements between any Restricted Person and Persons other than a Restricted Person or an Affiliate of a Restricted Person and the express undertaking of each Person acting at the direction of or on behalf of any Lender Party to be bound by the confidentiality provisions of Section 10.6 of this Agreement.

  • Member Information a. ODM, or its designee, will provide membership notices, informational materials, and instructional materials to members and eligible individuals in a manner and format that may be easily understood. At least annually, ODM or its designee will provide current MCP members with an open enrollment notice which describes the managed care program and includes information on the MCP options in the service area and other information regarding the managed care program as specified in 42 CFR 438.10. b. ODM will notify members or ask the MCP to notify members about significant changes affecting contractual requirements, member services or access to providers. c. If the MCP elects not to provide, reimburse, or cover a counseling service or referral service due to an objection to the service on moral or religious grounds, ODM will provide coverage and reimbursement for these services for the MCP’s members. d. As applicable, ODM will provide information to MCP members on what services the MCP will not cover and how and where the MCP’s members may obtain these services.

  • User Information Any user or usage data or information collected via Station’s digital properties or related to Station’s digital properties, or any information collected from websites operated by Station’s affiliates under this Agreement, shall be the property of Station and/or such affiliates. Advertiser shall have no rights in such information by virtue of this Agreement.

  • Full information You must give us any information we reasonably require for the purposes of this contract. The information must be correct, and you must not mislead or deceive us in relation to any information provided to us.

  • Borrower Information Borrower shall make available to Lender all information concerning its business and operations that Lender may reasonably request. Lender agrees that it shall maintain in confidence any information relating to Borrower, Guarantor, any of their subsidiaries, their businesses or the Properties furnished to it by or on behalf of Borrower, Guarantor or any of their subsidiaries; provided that Lender shall have the right to disclose any and all such information (i) to affiliates of Lender and to Lender’s agents and advisors (so long as each such Person shall have been instructed to keep the same confidential in accordance with this Section 7.23), (ii) to any actual or potential assignee, transferee or participant in connection with the contemplated assignment, transfer or participation of all or any portion of the Loan or any participations therein and their respective advisors and agents, or to any direct or indirect contractual counterparties (or the professional advisors thereto) to any swap or derivative transaction relating to Borrower and its obligations, or to any Person that is a party to a repurchase agreement with respect to the Loan (so long as each such Person shall have been instructed to keep the same confidential in accordance with this Section 7.23) and (iii) to any governmental agency, if requested by such governmental agency or otherwise required to comply with the applicable rules and regulations of such governmental agency or if required pursuant to legal or judicial process. In addition, Lender may disclose the existence of this Agreement and the information about this Agreement to market data collectors, similar services providers to the lending industry, and service providers to Lender in connection with the administration and management of this Agreement and the other Loan Documents. Each party hereto (and each of their respective affiliates, employees, representatives or other agents) may disclose to any and all Persons, without limitation of any kind, the tax treatment and tax structure of the Loan, this Agreement, the other Loan Documents, the transactions contemplated thereby and all materials of any kind (including opinions and other tax analyses) that are provided to any such party relating to such tax treatment and tax structure. For the purpose of this Section, “tax structure” means any facts relevant to the federal income tax treatment of the Loan, this Agreement, the other Loan Documents, the transactions contemplated thereby but does not include information relating to the identity of any of the parties hereto or any of their respective affiliates.

  • Other Financial Information Budgets, sales projections, operating plans and other financial information reasonably requested by Bank.

  • Access to Financial Information Buyer’s representatives shall have access to, and Seller and its Affiliates shall cooperate with Buyer and furnish upon request, all financial and other information relating to the Hotel’s operations to the extent necessary to enable Buyer’s representatives to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the “SEC”) and other applicable rules and regulations of the SEC and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of Buyer or its Affiliates, whether before or after Closing and regardless of whether such information is included in the Records to be transferred to Buyer hereunder. Seller shall also provide to Buyer’s representative a signed representation letter in form and substance reasonably acceptable to Seller sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel. Buyer will reimburse Seller for costs reasonably incurred by Seller to comply with the requirements of the preceding sentence to the extent that Seller is required to incur costs not in the ordinary course of business for third parties to provide such representation letters. The provisions of this Section shall survive Closing or termination of this Contract.

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