Disclosure Schedule Supplement definition

Disclosure Schedule Supplement has the meaning set forth in Section 6.5.
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Disclosure Schedule Supplement is defined in Section 5.4(b).
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Disclosure Schedule Supplement has the meaning set forth in Section 10.01.
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Examples of Disclosure Schedule Supplement in a sentence

  • Any matter disclosed pursuant to the Disclosure Schedule or any Disclosure Schedule Supplement shall be deemed to be disclosed for all purposes under this Agreement to the extent reasonably apparent from the language of the disclosure (without reference to any facts or provisions in any document other than the Disclosure Schedule, whether or not incorporated by reference), but such disclosure shall not be deemed to be an admission or representation as to the materiality of the item so disclosed.

  • Any Disclosure Schedule Supplement shall not be deemed to amend the Disclosure Schedule for purposes of determining whether the conditions set forth in Section 7.2 or Article 10 have been satisfied and shall not be deemed to cure any breach of any representation or warranty or to limit the rights and remedies of Purchaser under this Agreement for any breach of such representations and warranties.

  • Within 15 days of the date of receipt of such a Seller Disclosure Schedule Supplement, Buyer may elect to terminate this Agreement by giving written notice to the Buyer pursuant to Section 9.1; provided, however, that Seller shall be granted a reasonable opportunity to cure any events occurring prior to Closing disclosed pursuant to such Seller Disclosure Schedule Supplement.

  • Notwithstanding the foregoing, if the Buyer objects to the Disclosure Schedule Supplement, the sole remedy of the Buyer shall be to terminate immediately this Agreement pursuant to Section 8.1(d); provided, however, that such termination right shall only be available if the matters disclosed for the first time in the Disclosure Schedule Supplement would prevent the condition to Closing set forth in Section 6.1(a) from being satisfied.

  • Sellers' representative shall notify Buyer in writing of the existence or happening of any fact, event or occurrence which should be included in the Seller Disclosure Schedule in order to make the representations and warranties set forth in Articles III and IV true and correct as of the Closing Date (each such additional written disclosure, a "Seller Disclosure Schedule Supplement").

  • Either a full or modified retrospective application is required for annual periods beginning on or after January 1, 2018 with early adoption permitted.

  • Each supplement to or amendment of the Disclosure Schedule (a “Disclosure Schedule Supplement”) made after the execution hereof shall be effective and shall be deemed to modify the representations and warranties made pursuant to this Agreement, from and after the delivery to Optionees of such Disclosure Schedule Supplement.

  • Buyer's failure to terminate this Agreement within such 15 day period shall be deemed Buyer's acceptance of any such Seller Disclosure Schedule Supplement as if it was part of the Seller Disclosure Schedules as of the date of this Agreement.

  • The Optionee hereby agrees that neither the Company nor any Optionor has been or is in breach of the Option Agreement for not delivering a Disclosure Schedule Supplement in respect of the Specified Regulatory Matters.

  • Any disclosure in a Disclosure Schedule Supplement will not be deemed to have cured any inaccuracy in or breach of any representation or warranty in this Agreement, including for purposes of the indemnification or termination rights contained in this Agreement or of determining whether or not the conditions set forth in Section 7.2 have been satisfied.


More Definitions of Disclosure Schedule Supplement

Disclosure Schedule Supplement shall have the meaning set forth in Section 6.12 of this Agreement.
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Disclosure Schedule Supplement is defined in Section 8.5(a).
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Disclosure Schedule Supplement shall have the meaning as defined in Section 7.1.1 EBITDA shall have the meaning as defined in Section 4.1.2.3 EFFECTIVE DATE shall have the meaning as defined in Section 3.2 EMPLOYEE BENEFITS shall have the meaning as defined in Section 7.11.4 EQUITY INTERESTS shall have the meaning as defined in Section 1 ESCROW ACCOUNT shall have the meaning as defined in Section 4.3.1 ESCROW AGENT shall have the meaning as defined in Section 4.3.1
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Disclosure Schedule Supplement has the meaning set forth in Section 6.04(b). “Discussion Notice” has the meaning set forth in Section 6.04(b). “Dollars or $” means the lawful currency of the United States. “Domain Name” means xxx.xxxxxxxx.xxx. “Domain Name Assignment” has the meaning set forth in Section 3.02(a)(iii).
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Related to Disclosure Schedule Supplement

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

  • 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.

  • Schedule Supplement has the meaning set forth in Section 6.03.

  • 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).

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

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

  • 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.

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

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

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

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

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

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

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

  • 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.

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

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

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Information Certificate means the Information Certificate of Borrower constituting Exhibit A hereto containing material information with respect to Borrower, its business and assets provided by or on behalf of Borrower to Lender in connection with the preparation of this Agreement and the other Financing Agreements and the financing arrangements provided for herein.

  • Parent Material Contract has the meaning set forth in Section 4.20(a).

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

  • Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).