Founder Disclosure Schedule definition

Founder Disclosure Schedule means Founder Disclosure Schedule, dated as of the date of its delivery pursuant to Section 6.7(a) by Founder to Partner Company, as thereafter amended and updated pursuant to this Agreement.
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Examples of Founder Disclosure Schedule in a sentence

  • Except for the agreements listed in Section 5.1 of the Founder Disclosure Schedule, to the knowledge of United, there are no voting trusts, proxies or other agreements or understandings with respect to the voting of the capital stock or ownership interests of United.

  • Section 5.14 of Founder Disclosure Schedule sets forth a true and complete list of all Combining Partner Companies that have been identified as of the date of this Agreement.

  • Except as set forth in Section 5.9 of Founder Disclosure Schedule, none of Founder Documents requires notice to, or the consent or approval of, any Government Authority or other third party with respect to any of the transactions contemplated hereby in order to remain in full force and effect, and consummation of the transactions contemplated hereby will not give rise to any right to termination, cancellation or acceleration or loss of any right or benefit.

  • The authorized capital stock of Founder is set forth in Section 5.3 of Founder Disclosure Schedule.

  • Section 5.4 of Founder Disclosure Schedule also includes complete and accurate copies of all stock option or stock purchase plans, including a list, accurate as of the date hereof, of all outstanding options, warrants or other rights to acquire shares of capital stock of Founder.

  • Except as set forth in Section 5.4 of Founder Disclosure Schedule, (a) no option, warrant, call, conversion or exchange right or commitment of any kind exists which obligates Founder to issue any of its authorized but unissued or treasury capital stock and (b) Founder has no obligation (contingent or otherwise) to purchase, redeem or otherwise acquire any of its equity securities or any interests therein or to pay any dividend or make any distribution in respect thereof.

  • Each of the Annexes, Partner Company Disclosure Schedule and the Founder Disclosure Schedule shall be construed with and as an integral part of this Agreement to the same extent as if it were set forth verbatim herein at this juncture.

  • True, complete and correct copies of the Charter Documents and Bylaws, each as amended, of Founder (the “Founder Organizational Documents”) are attached to Section 5.1 of Founder Disclosure Schedule.

  • Neither the entry by Founder into any other agreement, such as this Agreement, after the date hereof for the acquisition of one or more of the companies disclosed on Founder Schedule 5.14 nor the performance by Founder of its obligations thereunder shall be deemed to require the amendment to or a supplementation of Founder Disclosure Schedule, to breach any representation, warranty, covenant or agreement herein, or to cause the failure of any condition to Closing.

  • Except as otherwise noted in Section 5.2 of Founder Disclosure Schedule, there is no requirement applicable to Founder to make any filing with, or obtain any permit, authorization, consent or approval of, any Government Authority or any third party, in connection with Founder’s execution and delivery of this Agreement and the performance of its obligations hereunder and the consummation of the transactions contemplated hereby.

Related to Founder Disclosure Schedule

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

  • Purchaser Disclosure Schedule means the disclosure schedule of Purchaser delivered to Seller 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.

  • 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.

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

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

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

  • Purchaser Disclosure Letter means the disclosure letter delivered by the Purchaser to the Company at the time of execution 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 Schedules means the disclosure schedules delivered by the Company to the Commitment Parties on the date 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.

  • 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.

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

  • 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).

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

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

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

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

  • 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;

  • Previously Disclosed means information set forth or incorporated in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the Securities and Exchange Commission (the “SEC”) prior to the Signing Date (the “Last Fiscal Year”) or in its other reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) on or after the last day of the Last Fiscal Year and prior to the Signing Date.

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

  • Public Filings has the meaning set forth in Section 6.1(c).