Investor Disclosure Letter definition

Investor Disclosure Letter means the disclosure letter dated the date hereof regarding this Agreement that has been provided by the Investor to the Company.
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Investor Disclosure Letter means the disclosure letter delivered by each Investor to the Company at the time of execution hereof.
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Investor Disclosure Letter has the meaning set forth in Article IV.
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Examples of Investor Disclosure Letter in a sentence

  • The representation made in this Section 4 and in the Investor Disclosure Letter with respect to the matters therein addressed, are true and complete in all material respects and do not omit to state any material fact or facts necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

  • Except as provided in the first sentence of this Section 9.14, nothing in any Section of the Company Disclosure Letter or the Investor Disclosure Letter, as applicable, shall be adequate to disclose an exception to a representation or warranty made in this Agreement unless such Section of such Disclosure Letter identifies the exception with particularity and describes the relevant facts in reasonable detail.

  • This Agreement, taken together with the Investor Disclosure Letter and the Company Disclosure Letter (along with the Exhibits and Annexes hereto and thereto), contain the entire agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede all prior agreements and understandings relating to such subject matter (including the Original Agreement).

  • Section 2 (b) Investor Disclosure Letter.........................

  • Any fact or item disclosed in any Section of the Company Disclosure Letter or Investor Disclosure Letter, or in any Exhibit to this Agreement, shall not by reason only of such disclosure be deemed material and shall not be employed as a point of reference in determining any standard of materiality under this Agreement.

  • The Company acknowledges and agrees that in making the decision to enter into this Agreement and consummate the transactions contemplated by this Agreement, the Company has relied exclusively on the express representations and warranties contained in Article II (as modified by the Investor Disclosure Letter) and in any certificate delivered by the Investor pursuant to Article V and has not relied on any other representation or warranty, express or implied.

  • Except for the Sponsor Letter, any Mezzanine Loan Exchange Agreement or as set forth in Section 2.2(c) of the Investor Disclosure Letter, and except for, as of the Closing, the Registration Rights Agreement and the Exchange Agreement, Investor is not a party to any stockholder agreement, investment agreement, side letter, subscription agreement or other similar Contract with respect to the voting or transfer of any of its securities.

  • This Agreement, taken together with the Investor Disclosure Letter and the Company Disclosure Letter (along with the Exhibits and Annexes hereto and thereto), contain the entire agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede all prior agreements and understandings relating to such subject matter.

  • Except as set forth on the disclosure letter delivered by the Investor to the Company prior to the execution of this Agreement (the "Investor Disclosure Letter"), the Investor hereby represents and warrants to the Company as of the date hereof as follows.

  • This Agreement (including the Annexes, the Company Disclosure Letter and the Investor Disclosure Letter hereto) and the Transaction Documents constitute the entire agreement, and supersede all other prior agreements, understandings, representations and warranties, both written and oral, between the parties, with respect to the subject matter hereof.


More Definitions of Investor Disclosure Letter

Investor Disclosure Letter means the letter, dated as of the date hereof, delivered by Investor to Parent prior to the execution of this Agreement and identified as the Investor Disclosure Letter.
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Investor Disclosure Letter has the meaning set forth in Recital (C) of the Recitals;
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Investor Disclosure Letter means the disclosure letter delivered on the date hereof prior to the execution hereof by the Investors to the Company.
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Investor Disclosure Letter means the letter from the Investors to Zions delivered on or before the date hereof with respect to certain representations and warranties.
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Related to Investor Disclosure Letter

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

  • 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.

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

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

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

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

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

  • Disclosure Schedule means the Disclosure Schedule, dated as of the date hereof, delivered by the Seller to the Purchaser in connection with 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 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.

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

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

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

  • Buyer Disclosure Schedules means the disclosure schedules delivered by Buyer to Seller concurrently 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.

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

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

  • 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;

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

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Continuing Disclosure Certificate means that certain Continuing Disclosure Certificate executed by the District and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.

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

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.