Disclosure Letter Update definition

Disclosure Letter Update shall have the meaning set forth in Section 6.10.
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Disclosure Letter Update shall have the meaning ascribed to such term in Section 6.06.
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Disclosure Letter Update has the meaning specified in Section 5.21.
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Examples of Disclosure Letter Update in a sentence

  • However the Purchaser reserves all of its other rights and remedies at any time and from time to time under this Agreement in connection with any inaccuracy or breach of a representation and warranty of the Vendors (including those set out in the Vendors’ Disclosure Letter) as if such Vendors’ Disclosure Letter Update had not been delivered.

  • No Disclosure Letter Update shall have any effect for the purposes of indemnification hereunder or, except as provided below, relieve the Seller or the Company from any breach or violation of this Agreement.

  • A Disclosure Letter Update shall not under any circumstances be deemed to have cured any breach of a representation and warranty or covenant that might have existed hereunder by reason of such event or otherwise amend the Sellers’ Disclosure Letter in any respect.

  • Seller shall have delivered to Buyer (a) a certificate, dated as of the Closing Date, and signed by an executive officer of Seller, as applicable, stating that the conditions set forth in Sections 6.1 and 6.2 have been satisfied, and (b) the Disclosure Letter Update.

  • Notwithstanding the foregoing, Seller shall be permitted to make available to Buyer correct and complete copies of Specified IP Contracts included in the Disclosure Letter Update within thirty (30) days after the date of this Agreement, and the failure to have made such Specified IP Contracts available to Buyer on or prior to the date of this Agreement shall not be deemed to be a breach of this Section 5.14.

  • The Company shall be entitled to deliver an update to the Company Disclosure Letter (“Disclosure Letter Update”) to Acquiror no later than two business days prior to the Closing Date which discloses solely events or occurrences which first arise between the date of this Agreement and the date of such Disclosure Letter Update.

  • Notwithstanding any other provision of this Agreement, Purchaser shall not be deemed to have knowledge for purposes of any indemnification under this Agreement of any item included in the Disclosure Letter Update.

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  • Except as expressly provided in the immediately preceding sentence of this Section 5.11(b), no Disclosure Letter Update will be deemed to have cured any breach of any representation, warranty or covenant herein contained and Buyer will have the right hereunder to make a claim for indemnification for the facts, conditions, matters or occurrence described in any Disclosure Letter Update (subject to the terms and conditions set forth in ARTICLE VIII and ARTICLE IX).

  • The purpose of this Agreement is to set forth the understandings between UFE and the College applicable to faculty members at the College.

Related to Disclosure Letter Update

  • 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.

  • 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 by the Seller to the Purchaser in connection with this Agreement.

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

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

  • 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.

  • 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.

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

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

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

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

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

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

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

  • 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.

  • Disclosure Documents is defined in Section 5.3.

  • Continuing Disclosure Certificate means that certain Continuing Disclosure Certificate executed by the District and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.

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

  • 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;

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

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