Schedule Disclosure Sample Clauses
Schedule Disclosure. At the date of this Agreement:
(i) Schedule 7.1(dd)(i) is a list of all jurisdictions (or registration districts within such jurisdictions) in which each Credit Party (i) has its chief executive office, head office, registered office and chief place of business, (ii) carries on business, (iii) has any account debtors, or (iv) stores any tangible personal property (except for goods in transit in the ordinary course of business);
(ii) Schedule 7.1(dd)(ii) is a list of all Authorizations which are material or necessary to any of the Credit Parties or the ownership, management and operation of the Mining Properties;
(iii) Schedule 7.1(dd)(iii) is a list of all trademarks, tradenames, copyrights and patents (and the registration particulars thereof) which are material or necessary to any the Credit Parties;
(iv) Schedule 7.1(dd)(iv) is a list of all actions, suits, arbitrations or proceedings pending, taken or to the Borrower’s knowledge, threatened, before or by any Governmental Entity or other Person affecting any of the Credit Parties;
(v) Schedule 7.1(dd)(v) contains a list of all agreements, contracts or similar instruments to which a Credit Party is a party or to which any of their property or assets could be subject, for which breach, non-performance, cancellation or failure to renew could have a Material Adverse Effect;
(vi) Schedule 7.1(dd)(vi) contains a list of all labour agreements to which a Credit Party is a party;
(vii) Schedule 7.1(dd)(vii) shows the complete bank account details for the Borrower.
Schedule Disclosure. Regardless of any qualifications or limitations on the representations and warranties set forth in this Article II regarding materiality, PCI has used all reasonable best efforts to list and/or describe on the Schedules all matters required to be listed and/or described by the representations and warranties set forth herein.
Schedule Disclosure. The Seller agrees to furnish complete Schedules required by this Agreement to the Parent and the Acquiror no later than the close of business on August 30, 1996. The parties agree that the inclusion of any item on a schedule to this Agreement does not constitute an acknowledgement that such item is material or would be reasonably likely to result in a Material Adverse Effect.
Schedule Disclosure. At the Closing Date and as at the date of the initial Advance:
(i) Schedule 4.1(bb)(i) is a list of all addresses at which each of the Credit Parties
(i) have their respective chief executive office, head office, registered office and principal place of business, (ii) carry on business, or (iii) store any tangible personal property (except for goods in transit in the ordinary course of business), together with a list of all jurisdictions (outside of Canada or the United States) in which each of the Credit Parties has any account debtors;
(ii) Schedule 4.1(bb)(ii) is a list of all Authorizations, including Business Authorizations, which are material to any Credit Party;
(iii) Schedule 4.1(bb)(iii) is a list of all material Intellectual Property owned or licensed by the Credit Parties;
(iv) Schedule 4.1(bb)(iv) is a list of all actions, suits, arbitrations or proceedings pending, taken or to the knowledge of the Credit Parties, threatened, before or by any Governmental Authority or other Person affecting the Credit Parties or their Assets which, if determined adversely to the Credit Parties could expose any Credit Party to liability in excess of $50,000;
(v) Schedule 4.1(bb)(v) contains a list of all agreements, contracts or similar instruments to which each of the Credit Parties is a party or to which any of their assets could be subject, for which breach, non-performance, cancellation or failure to renew could reasonably be expected to have a Material Adverse Effect; and
(vi) Schedule 4.1(bb)(vi) is a list of all Bank Accounts and securities accounts of the Credit Parties;
Schedule Disclosure. At the date of this Agreement:
(i) Schedule 7.1(dd)(i) is a list of all jurisdictions (or registration districts within such jurisdictions) in which each Company Party (i) has its chief executive office, head office, registered office and chief place of business, (ii) carries on business, (iii) has any account debtors, or (iv) stores any tangible personal property (except for goods in transit in the ordinary course of business);
(ii) Schedule 7.1(dd)(ii) is a list of all Authorizations which are material to any Company Party and to the acquisition, ownership, construction or operation of the Properties and the Business;
(iii) Schedule 7.1(dd)(iii) is a list of all Intellectual Property that is material to any Company Party and the Business;
(iv) Schedule 7.1(dd)(iv) is a list of all actions, suits, arbitrations or proceedings pending, taken or to the Parent’s and the Company’s knowledge, threatened, before or by any Governmental Entity or other Person affecting any Company Party;
(v) Schedule 7.1(dd)(v) contains a list of all Material Contracts; and
(vi) Schedule 7.1(dd)(vi) contains a list of all settlement agreements and related orders in connection with any mechanics and materialmen liens against or affecting the Lima Energy Project;
Schedule Disclosure. At the date of this Agreement:
(i) Schedule 7.1(dd) is a list of all jurisdictions (or registration districts within such jurisdictions) in which each Credit Party (i) has its chief executive office, head office, registered office and chief place of business, (ii) carries on business, (iii) has any account debtors or (iv) stores any tangible personal property (except for goods in transit in the ordinary course of business).
(ii) Schedule 7.1(dd) is a list of all Authorizations which are material or necessary to any of the Credit Parties, the Business or the ownership, management and operation of any of the Mining Properties.
(iii) Schedule 7.1(dd) is a list of all trademarks, trade names, copyrights and patents (and the registration particulars thereof) which are material or necessary to any the Credit Parties or the Business.
(iv) Schedule 7.1(dd) contains a list of all agreements, contracts or similar Instruments to which a Credit Party is a party or to which any of their property or assets could be subject, for which breach, non-performance, cancellation or failure to renew could have a Material Adverse Effect.
(v) Schedule 7.1(dd) shows the complete bank account details for each of the Credit Parties.
Schedule Disclosure. At the date of this Agreement:
(i) Schedule 8.1(x)(i) is a list of all jurisdictions (or registration districts within such jurisdictions) in which the Borrower and each of its Restricted Subsidiaries (i) have their respective chief executive office, head office, registered office and chief place of business, (ii) carry on business, (iii) have any account debtors, or (iv) store any tangible personal property (except for goods in transit in the ordinary course of business);
(ii) Schedule 8.1(x)(ii) is a list of all authorizations, permits, consents, registrations and approvals which are material to the Borrower or any Restricted Subsidiary;
(iii) Schedule 8.1(x)(iii) is a list of all trademarks, tradenames, copyrights and patents (and the registration particulars thereof) which are material to the Borrower or any Restricted Subsidiary;
(iv) Schedule 8.1(x)(iv) is a list of all actions, suits, arbitrations or proceedings pending, taken or to the Borrower's knowledge, threatened, before or by any Governmental Entity or other Person affecting the Borrower or any Restricted Subsidiary involving claims which individually or in the aggregate exceed Cdn.$100,000;
(v) Schedule 8.1(x)(v) contains a list of all pension plans of the Borrower and the Restricted Subsidiaries;
(vi) Schedule 8.1(x)(vi) contains a list of all agreements, contracts or similar instruments to which the Borrower or any of the Restricted Subsidiaries is a party or to which any of their assets could be subject, for which breach, non-performance, cancellation or failure to renew could reasonably be expected to have a Material Adverse Effect;
Schedule Disclosure. At the date of this Agreement:
(i) Schedule 5.1(jj)(i) is a list of all addresses at which the Borrower and each of the other Credit Parties (i) have their respective chief executive office, head office and principal place of business, (ii) have their respective registered office, (iii) carry on business, or (iv) store any tangible personal property (except for goods in transit in the ordinary course of business), together with a list of all jurisdictions in which the Borrower and each of the other Credit Parties has any account debtors. All such locations in clauses (i), (ii) or (iii) which are (x) leased by a Credit Party, (y) the subject of an agreement for warehousing services in favour of a Credit Party, or (z) not owned, leased or the subject of such an agreement for warehousing services, are identified as such in Schedule 5.1(jj)(i);
(ii) Schedule 5.1(jj)(ii) is a list of all licences, authorizations, permits, consents, registrations and approvals which are material to the Borrower or any other Credit Party;
(iii) Schedule 5.1(jj)(iii) is a list of all trademarks, tradenames, copyrights and patents (and the registration particulars thereof) of the Borrower or any other Credit Party which are material to the Borrower or any other Credit Party and which are registered with the Canadian Intellectual Property Office, the Trade Marks Registry at the Patent Office in England and Wales or with a similar office in another jurisdiction;
(iv) Schedule 5.1(jj)(iv) is a list of all actions, suits, arbitrations or proceedings pending, taken or to the best knowledge of the Borrower, threatened, before or by any Governmental Authority or other Person affecting the Borrower or any other Credit Party; and
(v) Schedule 5.1(jj)(v) contains a list of all agreements, contracts or similar instruments to which the Borrower or any of the other Credit Parties is a party or to which any of their assets could be subject, for which breach, non-performance, cancellation or failure to renew could reasonably be expected to have a Material Adverse Effect;
Schedule Disclosure. Any disclosure or information set forth on any schedule hereto shall be deemed incorporated by reference into all other schedules hereto.
Schedule Disclosure. (a) Seller shall have the right from time to time prior to the Closing to supplement the Disclosure Schedules hereto with respect to any matter that arises after the date hereof and that would have been required or permitted to be set forth or described in the Disclosure Schedules had such matter existed or been known as of the date of this Agreement. Any such supplemental disclosure will be deemed to have cured any breach of the representations and warranties made in Section 3.1 for all purposes hereunder other than determining whether the condition set forth in Section 5.1.1 has been satisfied.
(b) Each Disclosure Schedule hereto shall be in writing and shall qualify this Agreement, although Disclosure Schedules need not be attached to each copy of this Agreement. The inclusion of an item in a Disclosure Schedule as an exception to a representation or warranty shall not be deemed an admission by Seller that such item represents an exception or material fact, event or circumstance or that such item constitutes a Material Adverse Circumstance. Any fact or item that is disclosed in any Disclosure Schedule in a way as to make its relevance or applicability to information called for by any other Disclosure Schedule reasonably apparent shall be deemed to be disclosed in such other Disclosure Schedule, notwithstanding the omission of a reference or cross-reference thereto.