Inergy has provided the Purchaser with, or made available to the Purchaser through the Inergy SEC Documents, correct and complete copies of all material agreements (as defined in Section 601(b)(10) of Regulation S-K promulgated by the Commission), including amendments to or other modifications of pre-existing material agreements, entered into by Inergy.
SEC Documents shall have the meaning specified in Section 4.5.
Company SEC Documents has the meaning set forth in Section 3.5(a).
Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).
Parent SEC Documents has the meaning set forth in Section 4.6(a).
Company SEC Reports shall have the meaning set forth in Section 3.8(a).
SEC Reports shall have the meaning ascribed to such term in Section 3.1(h).
SEC Filings has the meaning set forth in Section 4.6.
Parent SEC Reports has the meaning set forth in Section 4.5(a).
Parent Reports has the meaning set forth in Section 4.5(a).
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.
L/C Documents is defined in Section 3.4 hereof.
Buyer SEC Reports has the meaning set forth in Section 4.6.
Public Reports includes all reports filed by Company under the Act or the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two full fiscal years preceding the Effective Date and thereafter.
Company Reports has the meaning set forth in Section 3.08(a).
Disclosure Documents is defined in Section 5.3.
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;
Disclosure Letter means the disclosure letter dated the date of this Agreement and delivered by the Vendor to the Purchaser with this Agreement.
Public Filings means the reports, schedules, forms, statements and other documents filed by the Company or Bezeq with the SEC or the ISA, as applicable, and publically available at least two (2) Business Days prior to the date of this Agreement.
Target Financial Statements has the meaning set forth in Section 3.4(a).
Buyer Financial Statements has the meaning set forth in Section 4.7.
Parent Disclosure Letter has the meaning set forth in Article IV.
Disclosure Schedules means the Disclosure Schedules of the Company delivered concurrently herewith.
Statutory Financial Statements means, with respect to any Party, the annual and quarterly statutory financial statements of such Party filed with the Governmental Authority 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.
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.
Public Documents As defined in Section 4.02(a) of this Agreement.