Written Memorandum Sample Clauses

Written Memorandum. This Agreement contains the entire understanding of the parties who hereby acknowledge there have been and are no representations, warranties, covenants or understandings other than those expressly set forth herein.
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Written Memorandum. This agreement constitutes a memorandum of the final meeting of the minds between the parties hereto of all prior negotiations had by the parties in reference to all matters covered herein; and, this agreement is to be binding upon the respective heirs, executors, administrators and assigns of the parties hereto.
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Written Memorandum. This Agreement contains the entire understanding of the parties who acknowledge there have been no representations or understandings other than those expressly set forth in this Agreement. A. This Agreement was entered with the full knowledge of both parties, and each has read the above provisions and each has signed of their own free will. X. Xxxxxxx party is represented by counsel, but both acknowledge they can obtain separate, inde- pendent legal counsel prior to signing this document. Plaintiff’s Signature Date STATE OF SOUTH DAKOTA IN CIRCUIT COURT COUNTY OF JUDICIAL CIRCUIT On this day of , 20 , before me, the undersigned officer, personally appeared , known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged that he/she executed the same for the pur- poses therein contained.
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Written Memorandum. A. The District will draft and disseminate a memorandum to all District special education administrators about (1) the District’s obligation to ensure the prompt purchase and delivery of approved auxiliary aids and services to students with disabilities when more than one entity is involved and (2) a description of how District administrators should go about fulfilling this obligation, including, but not limited to follow-up steps to communicate with other entities to ensure prompt purchase and delivery of approved auxiliary aids and services to students with disabilities, assuming written parent consent to communicate with those entities has been obtained.
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Written Memorandum i. Per revisions to Board Policies, Administrative Regulations, and 504 Handbooks and Forms in Section I(A) of this agreement, the District will issue a written memorandum to all appropriate District and site staff explaining the District’s responsibilities to conduct assessments of students suspected of a disability, including that: a. all students suspected of having a disability will be assessed; b. whether to assess a student will be based on the individual student and only factors related to that individual student when considering whether there is a reason to suspect that the student has a disability; c. any practices that delay the evaluation of a student suspected of a disability will be eliminated; d. if there is reason to suspect a student has a disability, assessments may not be delayed while other interventions are attempted (e.g. Student Study Team interventions or Response to Intervention), although such interventions may be attempted concurrent with an assessment; e. any time a parent/guardian requests a special education assessment and the District determines an assessment is not appropriate, the District will provide appropriate procedural safeguards to the parent/guardian, including the basis for the denial and information on the parent/guardian’s right to appeal . ii. Within 30 days of OCR’s approval of Section A(i)(ii), the District will provide OCR with a draft of this written memorandum. Upon approval from OCR, the District will distribute the memorandum within 30 days and provide OCR with evidence of the distribution of the memorandum.
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Written Memorandum. In some circumstances, a written memorandum may be used as a substitute for an oral examination in connection with an investigation. In such cases, where the criteria of paragraph B (1) of this article are met, the employee is entitled to the opportunity to consult with a Union representative prior to completing the memorandum.
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Written Memorandum i. The District will issue a written memorandum to all appropriate District and site staff explaining the District’s responsibilities to conduct assessments of students suspected of a disability, including that: a. all students suspected of having a disability shall be assessed; b. whether to assess a student shall be based on the individual student and the factors related to that individual student that provide or do not provide a reason to suspect the student has a disability, and any practices that delay the evaluation of a student suspected of a disability must be eliminated; c. if there is reason to suspect a student has a disability, assessments may not be delayed for any period of time, such as four to eight weeks, while other interventions are attempted (e.g. Student Study Team interventions or Response to Intervention), although such interventions may be attempted concurrent with an assessment; d. anytime a parent/guardian requests a special education assessment and the District determines an assessment is not appropriate, the District will provide appropriate procedural safeguards to the parent/guardian, 1 In investigating whether contacting the SRO was retaliatory, the District’s investigation will include an examination of the District’s normal use of SROs to communicate with parents as compared to this situation, as well as whether this use of an SRO was intimidating and therefore retaliatory. including information on the parent/guardian’s right to appeal such a decision, and the basis for the denial. Within 60 days of the date of this Agreement, the District will provide OCR with a draft of this written memorandum. Within 20 days of approval from OCR, the District will distribute the memorandum.
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Related to Written Memorandum

  • Information Memorandum (a) The factual information in the Information Memorandum (other than factual information relating to the Target and its Affiliates) was true, complete and accurate in all material respects as at the date it was provided or as at the date (if any) at which it is stated. (b) The financial projections in the Information Memorandum, have been prepared on the basis of recent historical information and on the basis of reasonable assumptions.

  • Copies of the Offering Memorandum The Company agrees to furnish the Initial Purchasers, without charge, as many copies of the Pricing Disclosure Package and the Final Offering Memorandum and any amendments and supplements thereto as they shall reasonably request.

  • Offering Memorandum The Company, as promptly as possible, will furnish to each Initial Purchaser, without charge, such number of copies of the Preliminary Offering Memorandum, the Final Offering Memorandum and any amendments and supplements thereto and documents incorporated by reference therein as such Initial Purchaser may reasonably request.

  • Preliminary Offering Memorandum, Time of Sale Information and Offering Memorandum The Preliminary Offering Memorandum, as of its date, did not, the Time of Sale Information, at the Time of Sale, did not, and at the Closing Date, will not, and the Offering Memorandum, in the form first used by the Initial Purchasers to confirm sales of the Securities and as of the Closing Date, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company and the Guarantors make no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, the Time of Sale Information or the Offering Memorandum.

  • Cost Disclosure - Documents and Written Reports Architect shall be responsible for compliance with California Government Code section 7550, if the total cost of the Contract is over five thousand dollars ($5,000).

  • Copies of any Amendments and Supplements to a Prospectus The Company will furnish the Placement Agent, without charge, during the period beginning on the date hereof and ending on the later of the last Closing Date of the Offering, as many copies of any Prospectus or prospectus supplement and any amendments and supplements thereto, as the Placement Agent may reasonably request.

  • Pricing Disclosure Package The Pricing Disclosure Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 7(b) hereof. No statement of material fact included in the Prospectus has been omitted from the Pricing Disclosure Package and no statement of material fact included in the Pricing Disclosure Package that is required to be included in the Prospectus has been omitted therefrom.

  • Ongoing Compliance of the Offering Memorandum If at any time prior to the completion of the initial offering of the Securities (i) any event shall occur or condition shall exist as a result of which the Offering Memorandum as then amended or supplemented would include 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 existing when the Offering Memorandum is delivered to a purchaser, not misleading or (ii) it is necessary to amend or supplement the Offering Memorandum to comply with law, the Company will immediately notify the Initial Purchasers thereof and forthwith prepare and, subject to paragraph (b) above, furnish to the Initial Purchasers such amendments or supplements to the Offering Memorandum (or any document to be filed with the Commission and incorporated by reference therein) as may be necessary so that the statements in the Offering Memorandum as so amended or supplemented (including such document to be incorporated by reference therein) will not, in the light of the circumstances existing when the Offering Memorandum is delivered to a purchaser, be misleading or so that the Offering Memorandum will comply with law.

  • Private Placement Memorandum The PPM, as of the date thereof and as of the dates of any amendment thereof, did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

  • Commission Documents, Financial Statements If and during the period that the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company has timely filed all Commission Documents (giving effect to permissible extensions in accordance with Rule 12b-25 under the Exchange Act). The Company has not provided to the Purchaser any information which, according to applicable law, rule or regulation, should have been disclosed publicly by the Company but which has not been so disclosed, other than with respect to the transactions contemplated by this Agreement and the other Transaction Documents. As of their respective filing dates, the Commission Documents complied in all material respects with the requirements of the Exchange Act and other federal, state and local laws, rules and regulations applicable to them, and, as of their respective dates, the Commission Documents did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. The financial statements of the Company included in the Commission Documents comply as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission or other applicable rules and regulations with respect thereto. Such financial statements have been prepared in accordance with GAAP applied on a consistent basis during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto or (ii) in the case of unaudited interim statements, to the extent they may not include footnotes or may be condensed or summary statements), and fairly present in all material respects the financial position of the Company as of the dates thereof and the results of operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end audit adjustments).