The Memorandum. Each of Series J and the Managing Owner agrees to cooperate and use its good faith, and best efforts in connection with (i) the preparation by the Trust of the Memorandum (and any amendments or supplements thereto), (ii) the filing of all documents (and any amendments or supplements thereto) with such governmental and self-regulatory authorities as the Managing Owner deems appropriate for the sale of the Interests and the taking of such other actions not inconsistent with this Agreement as the Managing Owner may determine to be necessary or advisable in order to make the proposed offer and sale of Interests lawful in any jurisdiction, and (iii) the taking of such other actions as the Managing Owner may reasonably determine to be necessary or advisable in order to comply with any other legal or regulatory requirements applicable to the Trust or Series J. The Advisor agrees to make all required disclosures regarding itself, its officers and principals, trading performance, Trading Approach, customer accounts (other than the names of customers, unless such disclosure is required by law or regulation) and otherwise as may be required, in the reasonable judgment of counsel to the Managing Owner, to be made in the Memorandum and in applications to any such jurisdictions by reason of any law or regulation applicable to the Trust or Series J. Except as required by applicable law or regulations, no description of, or other information relating to, the Advisor may be distributed by the Managing Owner without the prior written consent of the Advisor; provided that distribution of performance information relating to Series J’s account shall not require consent of the Advisor.
The Memorandum. The Memorandum does not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading.
The Memorandum. The CPS Information as of its date did not and as of the Closing Date and each Subsequent Draw Date will not, and the Memorandum (including any information incorporated by reference therein) as of its date did not and at the Closing Date and each Subsequent Draw Date will not, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that CPS makes no representation or warranty as to the information contained in or omitted from the Memorandum, or any amendment or supplement thereto, in reliance upon and in conformity with information furnished in writing to the Issuer or CPS by the Placement Agent specifically for inclusion therein. CPS acknowledges that the Placement Agent Information constitutes the only information furnished by the Placement Agent for inclusion in the Memorandum. As of the Closing Date, the Notes, the Indenture, the Sale and Servicing Agreement and the Note Purchase Agreement conform in all material respects to the respective descriptions thereof contained in the Memorandum.
The Memorandum. The balance sheets of the Company for the nine months ended September 30, 2001 have been prepared in conformity with generally accepted accounting principles applied on a consistent basis, are consistent in all material respects with the books and records of the Company and accurately present in all material respects the financial position of the Company and its subsidiaries as of September 30, 2001. There has been no material adverse change in the financial condition or business or results of operations of the Company or its subsidiaries since September 30, 2001.
The Memorandum. A Private Placement Memorandum is provided to you at the time of registration (after your information has been verified and your account has been approved) and again when you purchase a Note. By purchasing a Note, you acknowledge (i) that the Memorandum has been made available electronically to you, (ii) that you have read and understand the Memorandum and (iii) that any Notes you have purchased or may purchase or acquire, regardless of whether such purchase or acquisition is through the Platform, are issued pursuant and subject to the terms of the Memorandum. The Memorandum will be updated periodically with supplements. You understand and agree that your continued purchase of Notes on or after the date that we have made any such updates constitutes your acknowledgement (i) a revised Memorandum will be provided to you via email or made available on the Platform, (ii) that you have read and understand the revised Memorandum and (iii) that any Notes you continue to purchase, regardless of whether such purchase is through the Platform, are issued pursuant and subject to the terms of the revised Memorandum.
The Memorandum. 6.1 Owner shall record with the Oakland County Register of Deeds a Memorandum of Stormwater Management Operations and Maintenance Agreement which serves as notice of this Agreement in a title search, the template for which is set forth at Exhibit D.
The Memorandum. 6.1 The Owner shall record with the Xxxxxxxxxx County Register of Deeds a Memorandum of Stormwater Management Operations and Maintenance Agreement which serves as notice of this Agreement in a title search, the template for which is set forth at Exhibit D to this Agreement.
The Memorandum. Each of Series J and the Managing Owner agrees to cooperate and use its good faith, and best efforts in connection with (i) the preparation by the Trust of the Memorandum (and any amendments or supplements thereto), (ii) the filing of all documents (and any amendments or supplements thereto) with such governmental and self-regulatory authorities as the Managing Owner deems appropriate for the sale of the Interests and the taking of such other actions not inconsistent with this Agreement as the Managing Owner may determine to be necessary or advisable in order to make the proposed offer and sale of Interests lawful in any jurisdiction, and (iii) the taking of such other actions as the Managing Owner may reasonably determine to be necessary or advisable in order to comply with any other legal or regulatory requirements applicable to the Trust or Series J. The Advisor agrees to make all required disclosures regarding itself, its officers and principals, trading performance, Trading Approach, customer accounts (other than the names of customers, unless such disclosure is required by law or regulation) and otherwise as may be required, in the reasonable judgment of counsel to the Managing Owner, to be made in the Memorandum and in applications to any such jurisdictions by reason of any law or regulation applicable to the Trust or Series J. Except as required by applicable law or regulations, no description of, or other information relating to, the Advisor may be distributed by the Managing Owner and/or Series J without the prior written consent of the Advisor; provided that distribution (no frequent than weekly) of performance information for periods of one week or greater relating to Series J’s account as a whole (not solely relating to the Allocated Assets of Series J allocated to the Advisor) according to Section 5(c)(B) shall not require consent of the Advisor. In addition, except as required by applicable law or regulations, the Managing Owner and/or Series J shall not disclose or distribute information relating to the Financial Instrument positions in, or purchases or sales of Financial Instruments for, the Account, provided that Series J and/or the Managing Owner will provide the Advisor with prior written notice of the information to be disclosed to the extent that such notice is permissible under the circumstances and will seek, and will allow Advisor to seek, to obtain confidential treatment of such information by the persons to whom it is disclosed.
The Memorandum. The Advisor agrees to make reasonable disclosures regarding itself, its officers and principals, trading performance and Trading Approach, as may be required, in the reasonable judgment of counsel to the Managing Owner, to be made in the Memorandum. Except as required by applicable law or regulations, no description of, or other information relating to, the Advisor may be distributed by the Managing Owner or the Client without the prior written consent of the Advisor; provided that distribution of performance information relating to the Client’s account shall not require consent of the Advisor. Notwithstanding the foregoing, the Advisor agrees that the Trust and Client shall have the right to include in the Memorandum the information relating to the Advisor set forth in Appendix C to the extent that such information is included without any alteration whatsoever by the Trust or Client.
The Memorandum. The Board also wishes to announce that on 20 May 2013, Xxxxxxx Xxx Xxxx entered into the memorandum of understanding (“Memorandum”) with Beijing Sanjili in relation to the possible cooperation in new energy projects (including gas-based and solar photovoltaic power projects) in the PRC. Pursuant to the Memorandum, both parties agreed to cooperate in new energy projects in the following three aspects:
