Disclosed Materials definition
Examples of Disclosed Materials in a sentence
A schedule listing all shareholders of record of the Buyer and the numbers of shares of capital stock held or recorded by each such shareholder, and a listing of all outstanding options and warrants and other obligation of the Buyer to issue capital stock or securities convertible into capital stock of the Buyer is contained in the Disclosed Materials.
The disclosure of any matter or item in the Disclosed Materials shall not be deemed to constitute an acknowledgment that any such matter is required to be disclosed or is material or that such matter would or would reasonably be expected to result in a Material Adverse Effect.
The information contained in the Disclosed Materials is in all events subject to the terms of the Confidentiality Agreement.
The representations and warranties of Sellers in this Agreement are made and given subject to the disclosures and exceptions set forth in the Disclosed Materials.
None of the Sellers nor the Seller Subsidiary has transported, stored, used, manufactured, disposed of, sold, released or exposed its employees or any other Person to any Hazardous Material (including the Disclosed Materials), or arranged for the disposal, discharge, storage or release of any Hazardous Material (including the Disclosed Materials), and do not currently engage in any of the foregoing activities, in violation of any applicable Environmental Law or other Law.
In no event shall the disclosure of any matter in the Disclosed Materials be deemed or interpreted to expand the scope of Sellers’ representations and/or warranties set forth in this Agreement.
The Disclosed Materials are present only in laboratories leased or owned by the Sellers or the Seller Subsidiary.
Release - any spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, migration, leaching, placing, discarding, dumping or disposing of any Hazardous Material (including the Disclosed Materials) into the environment (including the abandonment of barrels, containers or other closed receptacles containing any Hazardous Materials (including the Disclosed Materials)).
The disclosure of any matter in any section of the Disclosure Schedule shall only be deemed to be a disclosure for all other sections and schedules of the Disclosure Schedule so long as the relevance of such matter to such other section or schedule of the Disclosed Materials is reasonably apparent on the face of such matter.
The Annexes and Exhibits to this Agreement, the documents and other information in the Disclosed Materials are incorporated herein by reference and made a part hereof.