Disclosed by Seller definition

Disclosed by Seller shall also mean written information and materials which are disclosed or distributed to the Seller's Board of Directors or written evidence of the meetings of the Board of Directors and committees thereof (such as minutes, resolutions and written consents). The Press Releases issued by Seller since September 30, 1996 are attached hereto in the Disclosure Schedule.
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Disclosed by Seller with respect to information concerning any event, fact or circumstance, includes information contained in the Seller's SEC Reports, annual and other reports furnished by Seller to its stockholders as a group, and press releases of the Seller disseminated to (i) the Dow Jonex Xxxs Service, or (ii) the National Association of Securities Dealers, Inc. Automated Quotation System or other national securities exchange ("Press Releases"), as well as information disclosed directly to Purchaser by Seller in this Agreement, the Debt Offering Memorandum, the 1996 Financial Statements, the 1997 Financial Statements or in writing and attached hereto or delivered pursuant to Section 6.2 hereof. For as long as Purchaser has a representative on the Seller's Board of Directors, "Disclosed by Seller" shall also mean written information and materials which are disclosed or distributed to the Seller's Board of Directors or written evidence of the meetings of the Board of Directors and committees thereof (such as minutes, resolutions and written consents). The Press Releases issued by Seller since September 30, 1996 are attached hereto in the Disclosure Schedule.
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Disclosed by Seller with respect to information concerning any event, fact or circumstance, includes information contained in the Seller's SEC Reports, annual and other reports furnished by Seller to its stockholders as a group, and press releases of the Seller disseminated to (i) the Dow Jonex Xxxs Service or (ii) the National Association of Securities Dealers, Inc. Automated Quotation System or other national securities exchange ("Press Releases"), as well as information disclosed directly to the Purchaser by the Seller in this Agreement, the 1997 Financial Statements, the 1998 Financial Statements or in writing and attached hereto or delivered pursuant to Section 6.2. If the Purchaser has a representative on the Seller's Board of Directors, "Disclosed by Seller" shall also mean written information and materials which are or have been disclosed or distributed during the term of service of such representative to the Seller's Board of Directors or any committee thereof on which such representative serves or written evidence (such as minutes, resolutions and written consents) of
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Examples of Disclosed by Seller in a sentence

  • The Seller is not aware of any facts pertaining to the Seller, any Subsidiary or the Business which could reasonably be expected to have a Material Adverse Effect and which have not been disclosed in this Agreement, the Disclosure Schedule, the SEC Reports or otherwise Disclosed by Seller.

  • The Seller is not aware of any facts pertaining to the Seller, any Subsidiary or the Business which could reasonably be expected to have a Material Adverse Effect and which have not been disclosed in this Agreement, the Disclosure Schedule or the SEC Reports or otherwise Disclosed by Seller.

  • No Target Company is subject to Tax in any jurisdiction other than its place of incorporation other than Disclosed by Seller in the Tax Fact Book.

  • The Company and its Subsidiaries are in material compliance with all Permits Previously Disclosed by Seller, and no governmental proceedings or investigations are pending or, to the Seller's Knowledge, threatened against Seller, the Company or any Subsidiary relating to noncompliance with such Permits.

  • All Permits Previously Disclosed by Seller are in good standing and are valid and effective in accordance with their respective terms; such Permits will continue in effect after the Closing.

  • As of the date of this Agreement, except for minority interests that have been Previously Disclosed by Seller, (i) Shanghai TTC is the direct legal and beneficial owner of all of the outstanding shares or the entire equity interest (as applicable) of Suzhou Qitian, and (ii) Suzhou Qitian is the direct legal and beneficial owner of all of the outstanding shares or the entire equity interest (as applicable) of Suzhou Laishi, in each case, free and clear of any and all Encumbrances.

  • Except for 10% minority interest in Shanghai Foshion Dental and the minority interest in Shanghai TTC that have been Previously Disclosed by Seller, Shanghai Chuangxin is the direct legal and beneficial owner of all of the outstanding shares or the entire equity interest (as applicable) of each of Shanghai Fosun Medical, Shanghai Foshion Dental, Huaiyin Medical, and Shanghai TTC (collectively, the “Chuangxin Direct Subsidiaries”), in each case, free and clear of any and all Encumbrances.

  • The evaluation process must remain flexible enough to accommodate the changing nature of Extension work, recognizing the importance of citizen and stakeholder input and collaboration on current public issues.

  • Except as Previously Disclosed by Seller to Buyer, no agent, broker, investment banker, person, or firm acting on behalf of or under authority of Buyer or any of its affiliates is or will be entitled to any broker’s or finder’s fee or any other commission or similar fee directly or indirectly in connection with any of the transactions contemplated by this Agreement.

  • Except as Previously Disclosed by Seller to Buyer, Seller hereby makes the following representations and warranties to Buyer.


More Definitions of Disclosed by Seller

Disclosed by Seller shall also mean written information and materials which are or have been disclosed or distributed during the term of service of such representative to the Seller's Board of Directors or any committee thereof on which such representative serves or written evidence (such as minutes, resolutions and written consents) of
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Disclosed by Seller with respect to information concerning any event, fact or circumstance, includes information contained in the Seller's SEC Reports, annual and other reports furnished by Seller to its stockholders as a group, and press releases of the Seller disseminated to (i) the Dow Jonex Xxxs Service, or (ii) the National Association of Securities Dealers, Inc. Automated Quotation System or other national securities exchange ("Press Releases"), as well as information disclosed directly to Purchaser by Seller in this Agreement, the Debt Offering Memorandum, the 1996 Financial Statements, the 1997 Financial Statements or in writing and attached hereto or delivered pursuant to Section 6.2 hereof. The Press Releases issued by Seller since September 30, 1996 are attached hereto in the Disclosure Schedule.
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Disclosed by Seller with respect to information concerning any event, fact or circumstance, includes information contained in the Seller's SEC Reports, annual and other reports furnished by Seller to its stockholders as a group, and press releases of the Seller disseminated to (i) the Dow Jones News Service or (ii) the National Axxxxxation of Securities Dealers, Inc. Automated Quotation System or other national securities exchange ("Press Releases"), as well as information disclosed directly to the Purchaser by the Seller in this Agreement, the 1997 Financial Statements, the 1998 Financial Statements or in writing and attached hereto or delivered pursuant to Section 6.2. If the Purchaser has a representative on the Seller's Board of Directors, "Disclosed by Seller" shall also mean written information and materials which are or have been disclosed or distributed during the term of service of such representative to the Seller's Board of Directors or any committee thereof on which such representative serves or written evidence (such as minutes, resolutions and written consents) of the meetings of the Board of Directors or any committee thereof on which such representative serves which are distributed during the term of service of such representative. "Disclosure Schedule" means the Disclosure Schedule attached hereto, dated as of the date hereof, and forming a part of this Agreement. "Encumbrance" means any security interest, pledge, mortgage, lien, charge, encumbrance, adverse claim, preferential arrangement or restriction of any kind, including, without limitation, any restriction on the use, voting, transfer, receipt of income or other exercise of any attributes of ownership. "Exchange Act" means the United States Securities Exchange Act of 1934, as amended. "Executive Officer" has the meaning set forth in Rule 405 of Regulation C adopted by the Commission under the Securities Act without regard to whether any party to this Agreement is a registrant as used in Rule 405. "FCC" means the United States Federal Communications Commission. "FCC Licenses" means all licenses granted by the FCC to the Seller for and related to the provision of personal communications services and cellular services in connection with the Seller's Business.
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Disclosed by Seller shall also mean written information and materials which are or have been disclosed or distributed during the term of service of such representative to the Seller's Board of Directors or any committee thereof on which such representative serves or written evidence (such as minutes, resolutions and written consents) of the meetings of the Board of Directors or any committee thereof on which such representative serves which are distributed during the term of service of such representative. "Disclosure Schedule" means the Disclosure Schedule attached hereto, dated as of the date hereof, and forming a part of this Agreement. "Encumbrance" means any security interest, pledge, mortgage, lien, charge, encumbrance, adverse claim, preferential arrangement or restriction of any kind, including, without limitation, any restriction on the use, voting, transfer, receipt of income or other exercise of any attributes of ownership. "Exchange Act" means the United States Securities Exchange Act of 1934, as amended. "Executive Officer" has the meaning set forth in Rule 405 of Regulation C adopted by the Commission under the Securities Act without regard to whether any party to this Agreement is a registrant as used in Rule 405. "FCC" means the United States Federal Communications Commission. "FCC Licenses" means all licenses granted by the FCC to the Seller for and related to the provision of personal communications services and cellular services in connection with the Seller's Business.
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Disclosed by Seller means, with respect to information concerning any event, fact or circumstance, information disclosed directly by Seller or either Shareholder to Parent in this Agreement and the Seller Disclosure Schedules.
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Related to Disclosed by Seller

  • Disclosed means fairly disclosed to the Buyer in the Disclosure Letter with sufficient explanation and detail to enable a reasonable assessment of the nature and scope of the matter disclosed;

  • Disclosed Information means the information disclosed by a Party for the purpose of settlement, negotiation, Mediation or Arbitration;

  • SEC Filings has the meaning set forth in Section 4.6.

  • 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.

  • Public Filings means the reports, schedules, forms, statements and other documents filed by the Company or Bezeq with the SEC or the ISA, as applicable, and publically available at least two (2) Business Days prior to the date of this Agreement.

  • Disclosed Litigation has the meaning specified in Section 3.01(b).

  • Sellers Disclosure Schedule means the disclosure schedule delivered by the Sellers to the Purchaser 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 Documents is defined in Section 5.3.

  • 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.

  • Commission Documents means, as of a particular date, all reports, schedules, forms, statements and other documents filed by the Company with the Commission pursuant to the reporting requirements of the Exchange Act, including material filed pursuant to Section 13(a) or 15(d) of the Exchange Act, and shall include all information contained in such filings and all filings incorporated by reference therein.

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

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

  • SEC Documents shall have the meaning specified in Section 4.5.

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

  • 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.

  • Public Reports includes all reports filed by Company under the Act or the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two full fiscal years preceding the Effective Date and thereafter.

  • Seller’s Knowledge or any similar phrase means the actual knowledge of Xxxx Xxxxx, Xxxxxxx Xxxx, Xxxxxx Xxxxx, Xxxx Xxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxxx.

  • SEC Reports shall have the meaning ascribed to such term in Section 3.1(h).

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

  • 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.

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

  • Buyer SEC Reports has the meaning set forth in Section 4.6.

  • Fairly Disclosed has the meaning given to it in clause 7.5;