BUYER DISCLOSURE definition

BUYER DISCLOSURE. SCHEDULE" shall have the meaning set forth in Section 4.2.
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BUYER DISCLOSURE means an instrument substantially in the form of Attachment No. 7 hereto.
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BUYER DISCLOSURE. SCHEDULE" means a document referring specifically to the representations and warranties in this Agreement that is delivered by Buyer to Shareholders within five (5) business days after the execution of this Agreement.
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Examples of BUYER DISCLOSURE in a sentence

  • Each document required to be filed by Buyer under the Ontario or Quebec Securities laws in connection with the transactions contemplated by this Agreement (together with the Buyer SEC Disclosure Documents, the "BUYER DISCLOSURE DOCUMENTS"), will, when filed, comply as to form in all material respects with the applicable requirements of the Ontario or Quebec securities laws, as applicable.

  • Should any such fact or condition require any change in the Buyer Disclosure Schedule, Buyer promptly shall deliver to Seller a supplement to the Buyer Disclosure Schedule specifying such change ("UPDATED BUYER DISCLOSURE SCHEDULE"); provided, however, that the disclosure of such change in the Updated Buyer Disclosure Schedule shall not be deemed to constitute a cure of any breach of any representation or warranty made pursuant to this Agreement unless consented to in writing by Seller.

  • Other than those disclosed in the Buyer SEC Documents, the only subsidiaries of Buyer are listed in Section 4.02(a) of the disclosure schedule annexed hereto as Annex 2 (the "BUYER DISCLOSURE SCHEDULE").

  • Buyer and Merger Sub, jointly and severally, hereby represent and warrant to the Company and the Principal Company Stockholders as follows, subject in each case to such exceptions as are specifically contemplated by this Agreement or as are set forth in the attached Disclosure Schedule of the Buyer and Merger Sub (the "BUYER DISCLOSURE SCHEDULE").

  • BUYER DISCLOSURE SCHEDULE Section 5.2(b)(ii)(y): Conflicts — Statement that Buyer will seek to obtain a prospective waiver regarding non-compliance with certain borrower financial covenants under its credit line facility in connection with the acquisition of Pacifica Bancorp, Inc.

  • Scotx Xxxxx 175,111 $ 2,377.45 Tiffxxx Xxxxxxxxx 87,555 $ 4,988.73 ========= =========== TOTALS: 4,377,782 $301,994.00 ANNEX 2.2 ESCROW AGREEMENT ANNEX 3 AO DISCLOSURE SCHEDULE ANNEX 4 BUYER DISCLOSURE SCHEDULE 38 ANNEX 7.2(c) FORM OF CONFIDENTIALITY AND INVENTIONS AGREEMENT ANNEX 7.2(d)(i) FORM OF NONCOMPETITION AGREEMENT (ALL PARTNERS EXCEPT D.

  • Each of the Buyer Parties represents and warrants to each of the Seller Parties that the statements contained in this Section 4 are true, correct and complete, except as set forth in the corresponding section of the disclosure schedule of the Buyer accompanying this Agreement (the "BUYER DISCLOSURE SCHEDULE").

  • Each of the Buyer and the Transitory Subsidiary jointly and severally represents and warrants to the Company and the Company Stockholders that the statements contained in this Article III are true and correct, except as set forth in the disclosure schedule provided by Buyer to the Company on the date hereof (the "BUYER DISCLOSURE SCHEDULE").

  • Buyer hereby represents and warrants to the Company, CISAC and the Stockholders that the statements contained in this SECTION 2.1 are true and correct, except to the extent set forth on the disclosure schedule previously delivered by Buyer to the Company (the "BUYER DISCLOSURE SCHEDULE").

  • Counterparts 63 EXHIBITS Exhibit A Definitions DISCLOSURE SCHEDULES BUYER DISCLOSURE SCHEDULES This ASSET PURCHASE AGREEMENT, dated as of August 7, 2018 (the “Agreement Date”), is made by and between GE Capital Global Holdings, LLC, a Delaware limited liability company (“Seller” and, together with the Seller Designees, the “Seller Parties”), and Starwood Property Trust, Inc., a Maryland corporation (“Buyer” and, together with Seller, the “Parties”).


More Definitions of BUYER DISCLOSURE

BUYER DISCLOSURE. Schedule" - the disclosure schedule delivered by Buyer to Sellers concurrently with the execution and delivery of this Agreement.
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BUYER DISCLOSURE. SCHEDULE" has the meaning set forth in Article 3.
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BUYER DISCLOSURE. Schedule" shall have the meaning ascribed thereto in Section 3.02(a).
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BUYER DISCLOSURE. SCHEDULE" refers to the disclosure schedule referenced in Section 3.12.
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BUYER DISCLOSURE. Letter: the disclosure letter, delivered to the Seller by the Buyer, dated September 14, 1999.
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Related to BUYER DISCLOSURE

  • Buyer Disclosure Letter means the disclosure letter delivered by Buyer to Seller concurrently with the execution and delivery of this Agreement.

  • Seller Disclosure Letter means the Seller Disclosure Letter attached hereto, dated as of the date hereof, delivered by Seller to Purchaser in connection with this Agreement.

  • Buyer Disclosure Schedule means the disclosure schedule dated as of the date hereof delivered by Buyer to Seller in connection with the execution and delivery of this Agreement.

  • Purchaser Disclosure Letter means the disclosure letter delivered by the Purchaser to the Company at the time of execution hereof.

  • Buyer Disclosure Schedules means the disclosure schedules delivered by Buyer to Seller concurrently with the execution of this Agreement.

  • Purchaser Disclosure Schedule means the schedule (dated as of the date of the Agreement) delivered to Seller and the Members by the Purchaser, a copy of which is attached to this Agreement.

  • Seller Disclosure Schedule means the disclosure schedule delivered by Seller to Purchaser contemporaneously with the execution and delivery of the Agreement.

  • Seller Disclosure Schedules means the disclosure schedules of Seller delivered by Seller pursuant to this Agreement.

  • Parent Disclosure Letter has the meaning set forth in Article IV.

  • Sellers Disclosure Schedule means the disclosure schedule delivered by the Sellers to the Purchaser on the date hereof.

  • Parent Disclosure Schedule means the disclosure schedules delivered by Parent to the Company simultaneously with the execution of this Agreement.

  • Adverse Disclosure means any public disclosure of material non-public information, which disclosure, in the good faith judgment of the Chief Executive Officer or principal financial officer of the Company, after consultation with counsel to the Company, (i) would be required to be made in any Registration Statement or Prospectus in order for the applicable Registration Statement or Prospectus not to contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein (in the case of any prospectus and any preliminary prospectus, in the light of the circumstances under which they were made) not misleading, (ii) would not be required to be made at such time if the Registration Statement were not being filed, and (iii) the Company has a bona fide business purpose for not making such information public.

  • Buyer Confidential Information shall have the meaning set forth in Section 5.1.

  • Purchaser Confidential Information means all confidential or proprietary documents and information concerning the Purchaser or any of its Representatives; provided, however, that Purchaser Confidential Information shall not include any information which, (i) at the time of disclosure by the Company, the Seller Representative or any of their respective Representatives, is generally available publicly and was not disclosed in breach of this Agreement or (ii) at the time of the disclosure by the Purchaser or its Representatives to the Company, the Seller Representative or any of their respective Representatives, was previously known by such receiving party without violation of Law or any confidentiality obligation by the Person receiving such Purchaser Confidential Information. For the avoidance of doubt, from and after the Closing, Purchaser Confidential Information will include the confidential or proprietary information of the Target Companies.

  • Seller Confidential Information has the meaning set forth in Section 6.4.3.

  • Company Disclosure Letter has the meaning set forth in Article III.

  • Disclosure shall have the meaning given to such term under the HIPAA regulations in 45 CFR § 160.103.

  • Risk Disclosure Statement the risk disclosure statement provided by the Broker to the Client before the opening of the Account and/or from time to time in form prescribed by the SFC from time to time with the current version set out in Part IV;

  • Company Disclosure Schedules means the disclosure schedules delivered by the Company to the Commitment Parties on the date of this Agreement.

  • Company Disclosure Schedule means the disclosure schedule delivered by the Company to and accepted by Parent and Merger Sub on the date hereof.

  • Required disclosure means disclosure by the director who has a conflicting interest of:

  • Company Disclosure Documents is defined in Section 3.4(g) of the Agreement.

  • Protected Disclosure means any communication made in good faith that discloses or demonstrates information that may evidence unethical or improper activity.

  • Business Confidential Information has the meaning set forth in Section 5.04(a).

  • Acquiror has the meaning specified in the Preamble hereto.

  • Subsequent Disclosure Documents means any financial statements, management’s discussion and analysis, information circulars, annual information forms, material change reports (other than confidential material change reports), business acquisition reports or other documents issued by the Corporation after the Execution Time which are, or are deemed to be, pursuant to applicable Securities Laws, incorporated by reference into the Final Prospectuses or any Prospectus Amendment;