Ceding Company Disclosure Schedule definition

Ceding Company Disclosure Schedule means the disclosure schedule (including any attachments thereto) delivered by the Ceding Company to the Reinsurer in connection with, and constituting a part of, this Agreement.
Ceding Company Disclosure Schedule has the meaning specified in the Master Transaction Agreement.

Examples of Ceding Company Disclosure Schedule in a sentence

  • Except as set forth in Section 3.03 of the Ceding Company Disclosure Schedule, the execution and delivery by each Ceding Company Party of the Transaction Agreements do not, and the performance by such Ceding Company Party of, and the consummation by such Ceding Company Party of the transactions contemplated by, the Transaction Agreements do not, require any Governmental Approval from the New York Department of Financial Services to be obtained or made by such Ceding Company Party prior to the Closing.

  • Except as provided in Section 3.11 of the Ceding Company Disclosure Schedule, the Ceding Company is solely responsible for the payment of the fees and expenses of any broker, investment banker, financial adviser or other Person acting in a similar capacity in connection with the transactions contemplated by the Transaction Agreements based upon arrangements made by or on behalf of the Ceding Company or any of its Affiliates.

  • Any disclosure set forth in the Ceding Company Disclosure Schedule with respect to any Section of this Agreement shall be deemed to be disclosed for purposes of other Sections of this Agreement to the extent that such disclosure sets forth facts in sufficient detail so that the relevance of such disclosure to such other Sections would be reasonably apparent on the face of such disclosure.

  • Except as set forth in Section 3.06(a) of the Ceding Company Disclosure Schedule, as of the date hereof, there are no Actions (other than claims under the Reinsured Contracts within applicable policy limits in the ordinary course of business) reasonably expected to result in damages in excess of [***] dollars ($[***]) pending or, to the Knowledge of the Ceding Company, threatened against the Ceding Company in respect of the Business.

  • Except as set forth in Section 3.09(a) of the Ceding Company Disclosure Schedule, to the Knowledge of the Ceding Company, the Ceding Company is not, as of the date hereof, subject to any pending financial or market conduct examination by any applicable Governmental Authorities in respect of the Business.

  • Except as set forth on Section 3.13 of the Ceding Company Disclosure Schedule, no Mixed Collateral is posted pursuant to a Material Ceded Reinsurance Contract.

  • Matters reflected in any Section of the Ceding Company Disclosure Schedule are not necessarily limited to matters required by this Agreement to be so reflected.

  • Subject to obtaining the consents set forth in Section 3.03 of the Ceding Company Disclosure Schedule, none of such material Permits will be subject to revocation, suspension, withdrawal, limitation, termination, cancellation, modification, impairment or non-renewal as a result of the consummation of the transactions contemplated hereby.

  • For the avoidance of doubt, the Reinsurer hereby provides its prior written consent to the fund substitutions set forth in Section 5.01 of the Ceding Company Disclosure Schedule.

  • No reference to or disclosure of any item or other matter in the Ceding Company Disclosure Schedule shall be construed as an admission or indication that such item or other matter is material or that such item or other matter is required to be referred to or disclosed in this Agreement.


More Definitions of Ceding Company Disclosure Schedule

Ceding Company Disclosure Schedule has the meaning set forth in the first paragraph of Article III.

Related to Ceding Company Disclosure Schedule

  • Company Disclosure Schedule means the disclosure schedule dated the date hereof regarding this Agreement that has been provided by the Company to Parent and Merger Subsidiary.

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

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

  • Parent Disclosure Schedule means the disclosure schedule dated the date hereof regarding this Agreement that has been provided by Parent to the Company.

  • Disclosure Letter means that certain Disclosure Letter, dated as of the Closing Date, executed and delivered by the Borrower to the Administrative Agent, for the benefit of the Lenders.

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

  • Buyer Disclosure Schedule means the disclosure schedule delivered by Buyer to Seller on the date hereof.

  • Seller Disclosure Schedule means the disclosure schedule of Seller delivered to Purchaser in connection with the execution and delivery of this Agreement.

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

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

  • Seller Disclosure Letter means the letter, dated as of the date hereof, delivered by Seller to Buyer prior to the execution of this Agreement and identified as the Seller Disclosure Letter.

  • Buyer Disclosure Letter means the letter, dated as of the date hereof, delivered by Buyer to Seller prior to the execution of this Agreement and identified as the Buyer Disclosure Letter.

  • Purchaser Disclosure Schedule means the disclosure schedule of Purchaser delivered to Seller in connection with the execution and delivery of this Agreement.

  • Seller Disclosure Schedules means those certain Seller Disclosure Schedules dated as of the date of this Agreement, provided by Seller to Purchaser.

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

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

  • Disclosure Schedules means the Disclosure Schedules of the Company delivered concurrently herewith.

  • Disclosure Letters means the Seller Disclosure Letter and the Buyer Disclosure Letter.

  • Disclosure Memorandum means the set of numbered schedules referencing Sections of this Agreement delivered by Seller and dated of even date herewith, as supplemented by new or amended schedules delivered by Seller prior to the Closing.

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

  • Previously Disclosed means information set forth or incorporated in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the Securities and Exchange Commission (the “SEC”) prior to the Signing Date (the “Last Fiscal Year”) or in its other reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) on or after the last day of the Last Fiscal Year and prior to the Signing Date.

  • Company SEC Reports shall have the meaning set forth in Section 3.8(a).

  • Company SEC Documents has the meaning set forth in Section 3.04(a).

  • Company Financial Advisor has the meaning set forth in Section 3.10.

  • Seller Parent has the meaning set forth in the Preamble.

  • Schedule of Exceptions shall have the meaning set forth in Section 5, and is attached hereto as Exhibit C.