Final Disclosure Schedule definition

Final Disclosure Schedule has the meaning set forth in Section 3.23(a) hereof.
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Final Disclosure Schedule has the meaning set forth in section 5(f)(iii) and which shall be certified by Xxxxxxx to be true and correct as of the Closing Date.
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Final Disclosure Schedule means disclosure schedules qualifying the applicable representations and warranties in ARTICLE 2 that are specified in such disclosure schedules, if and when such disclosure schedules have been agreed to pursuant to Section 5.3(g).
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Examples of Final Disclosure Schedule in a sentence

  • If the Purchasers Representative shall accept or be deemed to accept the Final Disclosure Schedule, the Final Disclosure Schedule shall become part of this Agreement and shall replace the Original Disclosure Schedule in its entirety.

  • If the Purchasers Representative shall reject the Final Disclosure Schedule, then this Agreement shall be deemed terminated pursuant to Section 9.1, and the provisions set forth in Section 9.2 shall govern.

  • Such updated Disclosure Schedule shall be substituted for the Disclosure Schedule at the date of this Agreement for all purposes under this Agreement; provided, however, in the event such Final Disclosure Schedule indicates matters which are materially and adversely different than the matters in the original Disclosure Schedule, Buyer may terminate the Agreement and in the event of such termination, the Parties shall have no further obligation or liability to one another.

  • The Working Capital Loan and other agreements between Ashburn and Ashby Ponds, Inc.

  • In the event the Final Disclosure Schedule reveals material changes with respect to any asset, Buyer may elect to have such asset and any related liability excluded from being an Acquired Asset or an Assumed Liability, provided, however, that if Buyer elects to exclude any asset, the covenant not to compete set forth in section 8(f) shall not apply to activities with respect to such asset.

  • Schedules 5A, 5B, 7 and 15 of the Disclosure Schedule lists and as updated by the Final Disclosure Schedule, will list the contracts and other agreements to which Xxxxxxx is a party and which will be assumed by Buyer.

  • The Final Disclosure Schedule shall be arranged to correspond with the numbered and lettered Sections and Subsections contained in this Agreement.

  • The representations and warranties made herein shall be true and correct on the date hereof and shall be true and correct in all material respects (without duplication of any materiality standard contained therein) as of the Closing Date and the information contained in the Final Disclosure Schedule shall not cure any inaccuracies in such representations and warranties.

  • Each Seller has delivered or made available to Purchaser, or will deliver to Purchaser, or will make available to Purchaser at USOP's headquarters in Washington, D.C., at or prior to the delivery of the Final Disclosure Schedule, true, correct and complete copies of all of the Material Contracts listed on SECTION 3.13(A) OF THE DISCLOSURE SCHEDULE, including all amendments and supplements thereto.

  • The Purchaser shall accept the Final Disclosure Schedule if the matters included in the Final Disclosure Schedule which were not included in the Original Disclosure Schedule do not disclose any facts and circumstances that would permit the Purchaser to terminate this Agreement pursuant to SECTION 7.03(C)(iv), and otherwise may accept or reject the Final Disclosure Schedule in its sole discretion.

Related to Final Disclosure Schedule

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

  • 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.

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

  • 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.

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

  • 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.

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

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

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

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

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

  • 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 Purchaser Disclosure Letter attached hereto, dated as of the date hereof, delivered by Purchaser in connection with this Agreement.

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

  • 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.

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

  • Risk Disclosure Statement means the document setting out general information in respect of the risks associated with utilising our financial products;

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Company Material Contract has the meaning set forth in Section 3.15(a).

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • 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;