Citigroup Disclosure Letter definition

Citigroup Disclosure Letter has the meaning set forth in Section 3.1.
Citigroup Disclosure Letter means a letter delivered by Citigroup to Legg Mason on or before the execution and delivery of this Agreement setting forth items the disclosure of which is required under this Agreement either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more of the representations, warranties, covenants or agreements contained in this Agreement; provided that the mere inclusion of an item in the Citigroup Disclosure Letter as an exception to a representation or warranty will not be deemed an admission by Citigroup that such item (or any non-disclosed item or information of comparable or greater significance) represents a material exception or fact, event or circumstance or that such item has had or is expected to have a CAM Material Adverse Effect; and provided further that the information disclosed in any section or subsection of the Citigroup Disclosure Letter shall be deemed to be disclosed with respect to such other sections or subsections of this Agreement or the Citigroup Disclosure Letter to which such disclosure is reasonably apparent in the light of the form and substance of the disclosure made (based solely on the text of the Citigroup Disclosure Letter, without examining any document listed in the Citigroup Disclosure Letter).

Examples of Citigroup Disclosure Letter in a sentence

  • All such Citigroup Guaranties are set forth in Section 6.10(a)(i) of the Citigroup Disclosure Letter.

  • The Parties agree that Section 6.8(b) of the Citigroup Disclosure Letter is incorporated herein by reference and shall be binding as if set forth herein, and the Parties agree to take the actions set forth in Section 6.8(b) of the Citigroup Disclosure Letter.

  • Section 4.14(a)(ii) of the Citigroup Disclosure Letter lists each material CAM Benefit Plan that is sponsored, maintained or contributed to or required to be contributed to by the CAM Subsidiaries (the “CAM Subsidiaries Benefit Plans”), other than Non-U.S. CAM Benefit Plans.

  • Except as set forth in the Citigroup Disclosure Letter, Citigroup hereby represents and warrants to Xxxx Xxxxx as set forth below in this Article IV.

  • Section 8.4(a) of the Citigroup Disclosure Letter shall set forth each CAM Domestic Subsidiary.

  • Citigroup warrants that Section 8.4(a) of the Citigroup Disclosure Letter is true, accurate and complete.

  • Except as set forth in Section 4.10 of the Citigroup Disclosure Letter, none of the underlying assets of any CAM Non-Registered Fund constitutes “plan assets” within the meaning of the Plan Assets Regulation.

  • Section 4.17(a) of the Citigroup Disclosure Letter sets forth a true and complete list of all CAM Leased Real Property, identifying each CAM Lease and the identity of the lessee and lessor thereunder.

  • When a reference is made in the Agreement to a “Schedule” of the Citigroup Disclosure Letter or the Xxxx Xxxxx Disclosure Letter, such reference is to the relevant “Section” of the Citigroup Disclosure Letter or the Xxxx Xxxxx Disclosure Letter, as the case may be.

Related to Citigroup Disclosure Letter

  • Company Disclosure Letter means the disclosure letter dated the date of this Agreement and delivered by the Company to the Purchaser with this Agreement.

  • Disclosure Letter means the disclosure letter, dated the Effective Date, delivered by the Credit Parties to the Collateral Agent, as may be updated on the Tranche A Closing Date (if required and as permitted hereunder).

  • Company Disclosure Schedule means the disclosure schedule of the Company referred to in, and delivered pursuant to, this Agreement.

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

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

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

  • Disclosure Schedule means the Disclosure Schedule, dated as of the date hereof, delivered to the Buyer by the Seller concurrently with the execution of this Agreement.

  • 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.

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

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

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

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

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

  • Buyer Disclosure Schedules means the disclosure schedules of the Buyer, dated as of the date hereof, accompanying this Agreement.

  • Seller Disclosure Schedule means the disclosure schedule of Seller delivered to Purchaser 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.

  • 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.

  • 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.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

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