Leakage Statement definition

Leakage Statement has the meaning ascribed thereto in Clause 5.2;
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Leakage Statement shall have the meaning set forth in Section 2.03(c).
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Leakage Statement means the statement from the Sellers' Delegate to the Purchaser substantially in the form included in Part 3 of Schedule 5 (Leakage);
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Examples of Leakage Statement in a sentence

  • The aggregate consideration to be paid by the Purchaser for the sale and transfer of the Sale Shares shall be the amount equal to the sum of the following (the “Purchase Price”): USD 110,000,000 multiplied by (i) the Sale Ratio, minus (ii) the Company Transaction Expenses, minus (iii) an amount equal to any Leakage (other than Permitted Leakage) as set forth in the Leakage Statement.

  • If a Leakage Dispute Notice is not delivered to Buyer within twenty (20) days following the date on which Buyer delivers to Seller an Additional Leakage Statement, the Additional Leakage Statement shall be final, binding and non-appealable by the Parties.

  • Xx Xxxxxx’x estimate of the aggregate amount of the Leakage (expressed in dollars) between the Xx Xxxxxx Accounts Date and Completion, as set out in the Xx Xxxxxx Leakage Statement.

  • If confirmation of release is not obtained, the Buyer shall procure repayment/refinancing at Closing of any Group Company debt benefitting from such guarantees provided that any prepayment penalty or fee associated therewith is included on the Leakage Statement and deducted from Purchase Price in accordance with Section 4.5, thereby securing effective release of Seller as of Closing.

  • Except for those Items of Disagreement set forth in a Dispute Notice delivered during the Objection Period, Seller shall be deemed to have agreed with all other items and amounts set forth in the Post-Closing Leakage Statement which items and amounts shall be conclusive and binding upon all of the Parties.

  • The Sellers warrant to the Purchaser that as from the Effective Date up to and including the date of this Agreement no Leakage has occurred (other than as set out in the Leakage Statement) and the Sellers covenant and undertake to the Purchaser that during the period as from the date of this Agreement until the Completion Date no Leakage shall occur, except for Permitted Leakage.

  • In connection with the preparation of the Leakage Statement, the Company shall provide, and shall cause the other Target Companies to provide, to Parent and its Representatives reasonable access to all books and records of the Target Companies to the extent relating to any amounts of Leakage.

  • After the delivery of the Post-Closing Leakage Statement and until the determination of the Final Leakage, Buyer Parent shall provide, or cause to be provided, all supporting documentation reasonably requested by Seller or its Representatives, and make the relevant personnel and Representatives and relevant financial and other records of the Acquired Companies reasonably available in connection with Seller’s review of the Post-Closing Leakage Statement.

  • For any Major Seller whose Pre-Closing Leakage Statement as per the foregoing would not include any estimated Leakage, such Seller’s Pre-Closing Leakage Statement shall so state and shall be duly executed by each such Major Seller.

  • Dar- auf aufbauend nehmen wir Veränderungen an Julia selbst vor, die HSA’s externe Spra- che und Compiler unnötig machen.


More Definitions of Leakage Statement

Leakage Statement is defined in clause 5.5(ii).
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Leakage Statement has the meaning as set out in Schedule 4 (Leakage); liabilities means all liabilities, duties and obligations of every description, whether deriving from contract, common law, Law or otherwise, whether present or future, actual or contingent, ascertained or unascertained or disputed and whether owed or incurred severally or jointly or as principal or surety, and liability means any one of them or the relevant one of them, as the context requires; Losses means any and all damages losses, liabilities, costs (including reasonable legal costs and reasonable experts’ and consultants’ fees), charges, expenses, claims and demands assessed in accordance with section 6:96 et seq. DCC, but excluding any losses assessed according to the standards set by section 6:96 et seq. DCC to be too remote or insufficiently causally linked to the relevant breach; Management Team means Messrs. Xxxx Xxxxxxxxxxxx, Jan van der Velden, Johan Roijmans and Sjors Beerendonk; Material Adverse Effect means an effect that is materially adverse to the business, financial condition, assets, properties or results of operations of each of the Group Companies, in each case taken as a whole, provided that in no event shall any of the following be taken into account (alone or in combination with any other event identified in this provision) in determining whether there has been such a Material Adverse Effect:
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Leakage Statement has the meaning set out in Clause 9.2(f);
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Leakage Statement means the statement from the Seller to the Purchaser which sets forth the amount and nature of the Leakage;
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Leakage Statement means the statement from the Seller to the Purchaser which sets forth the amount and nature of the Leakage; Leakage Tax Benefit means in respect of each Leakage item: (i) such portion of any Leakage that is deductible in calculating the profits of the Company for Tax purposes (as reasonably determined by the Seller), multiplied by the standard rate applicable in the relevant jurisdiction; or (ii) the amount of Tax that is recoverable or offset-able by the Company in connection with any Leakage; LOI has the meaning given in recital (B); NCPE has the meaning given in Article 2.10; Notary Means Xxxxx Day, or its deputy; Notary Letter has the meaning given in Article 3.1(b); Party has the meaning given in the introduction of this Agreement;
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Related to Leakage Statement

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • MONTHLY KILOMETREAGE STATEMENT CUM BILL means the format specified by the Company.

  • Statement Cycle means the period of time for which our credit union provides a summary of the financial activities and transactions that post and settle to the accountholder's account. See our website at www.wsfcu.com or contact one of our branch service representatives for specific Statement Cycle dates.

  • Pick Up Report means the report detailing the number of sleeping rooms per day actually used out of the Program’s room block.

  • Assessment Report : means the assessment report referred to in Articles 32(2) and 33(3) of Regulation (EC) No 834/2007 drawn up by an independent third party fulfilling the requirements of ISO Standard 17011 or by a relevant competent authority, which includes information on document reviews, including the descriptions referred to in Articles 4(3)(b) and 11(3)(b) of this Regulation, on office audits, including critical locations and on risk-oriented witness audits conducted in representative third countries.

  • Billing Statement has the meaning assigned to such term in Section 2.18(g).

  • Landlord’s Statement means an instrument or instruments containing a comparison of any increase or decrease in the Rent for the preceding Comparison Year pursuant to the provisions of this Article 28.

  • CREFC® Operating Statement Analysis Report The monthly report in the “Operating Statement Analysis Report” format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.

  • environmental statement means the document certified as the environmental statement by the Secretary of State for the purposes of the Order;

  • GLJ Report means the independent engineering reserves evaluation of certain oil, NGL and natural gas interests of the Company prepared by GLJ dated February 11, 2022 and effective December 31, 2021.

  • Operating Statement Analysis Report format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.

  • Environmental impact statement means a detailed written statement as required by section 102(2)(C) of the Act.

  • CMSA Operating Statement Analysis Report means a report substantially in the form of, and containing the information called for in, the downloadable form of the "Operating Statement Analysis Report" available as of the Closing Date on the CMSA Website or in 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-backed securities transactions generally.

  • Compliance Statement is that certain statement in the form attached hereto as Exhibit B.

  • Operating Statement shall have the meaning set forth in Section 27.1 hereof.

  • MI Report means a report containing Management Information submitted to the Authority in accordance with Framework Schedule 8 (Management Information);

  • Final Statement means the statement defined in Sub-Clause 14.11 [Application for Final Payment Certificate].

  • Section 404 Report means management’s report on “internal control over financial reporting” as defined by the SEC and the related attestation report of the independent certified public accountant as described in Section 3(A)(1).

  • Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.

  • Sustainability Report the annual non-financial disclosure report prepared in accordance with the Standard for Sustainability Reporting publicly reported by the Borrowers and published on an Internet or intranet website to which each Bank and the Administrative Agent have been granted access free of charge (or at the expense of the Borrowers).

  • Significant Obligor NOI Yearly Filing Deadline With respect to each calendar year and each Significant Obligor, the date that is the 90th day after the end of such calendar year.

  • Monthly Servicing Report shall have the meaning attributed to such term in the Servicing Agreement.

  • Cash Flow Statement means, with respect to any particular Bonds and Auxiliary Obligations, an Authority Certificate (a) setting forth, for the then current and each future Bond Year during which such Bonds and Auxiliary Obligations will be Outstanding, and taking into account (i) any such Bonds expected to be issued or redeemed or purchased for cancellation in each such Bond Year upon or in connection with the filing of such Certificate (for which purpose, if such Authority Certificate is delivered as of a date prior to a scheduled mandatory tender date for any Adjustable Rate Bonds, the Purchase Price of all such Adjustable Rate Bonds subject to scheduled mandatory tender on such tender date shall be assumed to be due and payable on such mandatory tender date), (ii) any such Auxiliary Obligations expected to be incurred upon or in connection with the filing of such Certificate, (iii) the interest rate (if applicable), purchase price, discount points and other terms of any Related Mortgage Loans, and (iv) the application, withdrawal or transfer of any moneys expected to be applied, withdrawn or transferred upon or in connection with the filing of such Certificate:

  • Monthly Statement The statement delivered to the Certificateholders pursuant to Section 4.06.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • MERS Report The report from the MERS System listing MERS Designated Mortgage Loans and other information.