Filed Parent SEC Documents definition

Filed Parent SEC Documents has the meaning set forth in ARTICLE V.
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Filed Parent SEC Documents means the Parent SEC Documents filed at least two (2) Business Days prior to the date hereof.
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Filed Parent SEC Documents. 3.02(g) "Filed SEC Documents" 3.01(g)
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Examples of Filed Parent SEC Documents in a sentence

  • True and complete copies of Parent’s Organizational Documents as in effect on the date of this Agreement are included in the Filed Parent SEC Documents.

  • Except as set forth in the Filed Parent SEC Documents or in the Parent Disclosure Letter, Parent has not received any written communication during the past two years from a Governmental Entity that alleges that Parent is not in compliance in any material respect with any applicable Law.

  • Except for liabilities incurred in connection with this Agreement, since the date of the most recent financial statements included in the Filed Parent SEC Documents, there has not been any Parent Material Adverse Change.

  • Except as disclosed in the Filed Parent SEC Documents or in the Parent Disclosure Letter, Parent is in compliance with all applicable Laws, including those relating to occupational health and safety and the environment, except for instances of noncompliance that, individually and in the aggregate, have not had and would not reasonably be expected to have a Parent Material Adverse Effect.

  • Except as disclosed in the Filed Parent SEC Documents or in the Parent Disclosure Letter, there is no Action which (i) adversely affects or challenges the legality, validity or enforceability of any of this Agreement or the Shares or (ii) could, if there were an unfavorable decision, individually or in the aggregate, have or reasonably be expected to result in a Parent Material Adverse Effect.

  • Since the date of the most recent financial statements included in the Filed Parent SEC Documents, there shall not have occurred a Parent Material Adverse Effect.

  • Except as disclosed in the Filed Parent SEC Documents, Parent and Parent Subsidiaries are in compliance with all Applicable Laws, including those relating to occupational health and safety and the environment, except for instances of noncompliance that, individually and in the aggregate, could not reasonably be expected to have a Parent Material Adverse Effect.

  • Except as set forth in the Filed Parent SEC Documents (as defined in Section 4.08), as of the date of this Agreement neither Parent nor any Parent Subsidiary has any liabilities or obligations of any nature (whether accrued, absolute, contingent or otherwise) required by GAAP to be set forth on a consolidated balance sheet of Parent and its consolidated subsidiaries or in the notes thereto which, individually or in the aggregate, could reasonably be expected to have a Parent Material Adverse Effect.

  • Except as set forth in the Filed Parent SEC Documents, neither Parent nor any Parent Subsidiary has received any written communication during the past two years from a Governmental Entity that alleges that Parent or a Parent Subsidiary is not in compliance with any Applicable Law, except for allegations of noncompliance that, individually and in the aggregate, could not reasonably be expected to have a Parent Material Adverse Effect.

  • The negation also sets up a positive mental space (i.e. ‘there is wine at the party’) to which that in (21) refers.


More Definitions of Filed Parent SEC Documents

Filed Parent SEC Documents shall have the meaning set forth in the Article IV Preamble.
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Filed Parent SEC Documents means all Parent SEC Documents filed by the Company on or after January 1, 2008, and publicly available prior to the date of this Agreement.
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Filed Parent SEC Documents means the reports, schedules, forms, statements and other documents (including the exhibits and other information incorporated therein) filed with or furnished to the SEC by Parent and publicly available before the date hereof.
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Filed Parent SEC Documents. Section 3.02(g) "Form S-4" Section 3.01(f) "Governmental Entity" Section 3.01(d) "Hazardous Substances" Section 3.01(r) "LSARs" Section 4.01(a) "Liens" Section 3.01(b) "Material Breach" Section 7.02(e) "Maximum Period" Section 5.09 "Newmont Gold" Section 3.02(e) "NYSE" Section 2.02(e) "Options" Section 3.01(c) "Parent Benefit Plans" Section 3.02(i) "Parent Capital Stock"" Section 3.02(c) "Parent Common Stock" Recitals "Parent Convertible Notes" Section 3.02(c) "Parent Disclosure Letter" Section 3.02(b) "Parent Employee Stock Plans" Section 3.02(c) "Parent Employee Stock Options" Section 3.02(c) "Parent Equal Value Rights" Section 3.02(c) "Parent Equal Value Rights Agreement" Section 3.02(c) "Parent LSARs" Section 5.01(a) "Parent Material Adverse Effect" Section 3.02(a) "Parent Phantom Stock Options" Section 5.07(a) "Parent Preferred Stock" Section 3.02(c) "Parent Property" Section 3.02(v) "Parent Rights" Section 3.02(c) "Parent Rights Agreement" Section 3.02(c) "Parent SARs" Section 5.01(a) "Parent SEC Documents" Section 3.02(e) "Parent Series A Preferred Stock" Section 3.02(c) "Parent Significant Subsidiary Section 3.02(a) "Parent Stockholder Approval" Section 3.02(k) "Parent Subsidiary" Section 3.02(a) "Parent Takeover Proposal" Section 4.03(a) "Parent's Stockholders' Meeting" Section 5.01(c) "Permits" Section 3.01(d) "person" Section 8.03 "Phantom Stock Options" Section 5.07(a) "Primary Company Executives" Section 3.01(p) "Primary Parent Executives" Section 3.02(p) "Proxy Statement" Section 3.01(d) "PW" Section 6.01(f) "qualified stock options" Section 5.07(a) "SARs" Section 4.01(a) "SEC" Section 3.01(a) "Securities Act" Section 3.01(e) "SMCRA" Section 3.01(r) "subsidiary" Section 8.03 "Surviving Corporation" Recitals "Tax Returns" Section 3.01(n) "Taxes" Section 3.01(n) AGREEMENT AND PLAN OF MERGER dated as of March 10, 1997, among NEWMONT MINING CORPORATION, a Delaware corporation ("Parent"), MIDTOWN TWO CORP., a Delaware corporation and a wholly owned subsidiary of Parent ("Sub"), and SANTA FE PACIFIC GOLD CORPORATION, a Delaware corporation (the "Company").
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Related to Filed Parent SEC Documents

  • Parent SEC Documents has the meaning set forth in Section 4.6(a).

  • Parent SEC Reports has the meaning set forth in Section 4.5(a).

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

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

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

  • Parent Reports has the meaning set forth in Section 4.5(a).

  • Parent Financial Statements has the meaning set forth in Section 4.6(a).

  • Disclosure Time means, (i) if this Agreement is signed on a day that is not a Trading Day or after 9:00 a.m. (New York City time) and before midnight (New York City time) on any Trading Day, 9:01 a.m. (New York City time) on the Trading Day immediately following the date hereof, unless otherwise instructed as to an earlier time by the Placement Agent, and (ii) if this Agreement is signed between midnight (New York City time) and 9:00 a.m. (New York City time) on any Trading Day, no later than 9:01 a.m. (New York City time) on the date hereof, unless otherwise instructed as to an earlier time by the Placement Agent.

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

  • Buyer Financial Statements shall have the meaning set forth in Section 4.6.

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

  • Closing Financial Statements has the meaning set forth in Section 6.22.

  • Statutory Statements has the meaning set forth in Section 3.6(a).

  • Purchaser Financial Statements shall have the meaning specified in Section 4.8.1.

  • Target Financial Statements has the meaning set forth in Section 3.4.

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

  • SEC Report means, with respect to any Calendar Quarter, the Corporation’s Annual Report on Form N-CSR, Semi-Annual Report on Form N-SAR, or Quarterly Report on Form N-Q, as applicable, filed by the Corporation with the Securities and Exchange Commission with respect to the fiscal period ending as of the last day of such Calendar Quarter.

  • Seller Financial Statements has the meaning set forth in Section 3.5(a).

  • Current Financial Statements has the meaning given to such term in Section 5.9.

  • 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.

  • 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.

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

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

  • CMSA Financial File means a report substantially in the form of, and containing the information called for in, the downloadable form of the "Financial File" available as of the Closing Date on the CMSA Website, or such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CMSA for commercial mortgage securities transactions generally.

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

  • Statutory Financial Statements means, with respect to any Party, the annual and quarterly statutory financial statements of such Party filed with the Governmental Body charged with supervision of insurance companies in the jurisdiction of domicile of such Party to the extent such Party is required by Applicable Law to prepare and file such financial statements.