Target Schedules Sample Clauses
Target Schedules. Target has delivered to Longbau the following schedules, which are collectively referred to as the “Target Schedules” and which consist of separate schedules dated as of the date of execution of this Agreement, all certified by the chief executive officer of Target as complete, true, and correct as of the date of this Agreement in all material respects:
(a) a schedule containing complete and correct copies of the memorandum of association and articles of association of Target in effect as of the date of this Agreement;
(b) a schedule containing the financial statements of Target identified in paragraph 1.04(a);
(c) a schedule of any exceptions to the representations made herein; and
(d) a schedule containing the other information requested herein. Target shall cause the Target Schedules and the instruments and data delivered to Longbau hereunder to be promptly updated after the date hereof up to and including the Closing Date.
Target Schedules. The Target Schedules shall be delivered within 20 days from the day hereof. The Target Schedules delivered pursuant this Agreement are qualified in their entirety by reference to specific provisions of this Agreement, and are not intended to constitute, and shall not be construed as constituting, independent representations and warranties of the Target or the Stockholders to any extent. The Target Schedules may include items or information which the Target or the Stockholders are not required to disclose under this Agreement; disclosure of such items or information shall not affect (directly or indirectly) the interpretation of this Agreement or the scope of the disclosure obligation under this Agreement, including, without limitation, any assessment of whether any matter arose or any agreement was entered into in the Ordinary Course of Business. Inclusion of information herein shall not be construed to establish a specific definition or level of what is material to the business, assets, financial position, operations or results of operations of the Target other than what is provided in the representations or warranties themselves.
4.28.1 Prior to the Closing, the Stockholders may provide additional schedules to qualify one or more of the representations and warranties of the Stockholders in whole or in part and any such Schedule so delivered shall constitute a Disclosure Schedule and qualify and limit the representations and warranties of the Stockholders for all purposes of this Agreement to the same extent as if such Schedule were referred to in this Agreement.