SEC Disclosure definition

SEC Disclosure means any disclosure included in the SEC Documents, but excluding (i) any risk factor disclosure contained in any such SEC Document under the heading “Risk Factors” or “Cautionary Note Regarding Forward-Looking Statements” or similar heading, (ii) any other statements that are predictive or primarily cautionary in nature and (iii) any information set forth in any exhibit to any such SEC Document.
SEC Disclosure shall have the meaning set forth in Section 3.8.
SEC Disclosure means the disclosure included in the SEC Reports, but excluding any risk factor disclosure, forward- looking statements or other disclosures or statements that are similarly non-specific and are predictive and forward-looking in nature contained in any such SEC Report under the heading “Risk Factors” or “Cautionary Note Regarding Forward-Looking Statements” or any other heading and excluding any information set forth in any exhibit thereto.

Examples of SEC Disclosure in a sentence

  • SEC Disclosure Counsel shall assist with its disclosure of information to the investment community in conjunction with its bond and note issues, and on a continuing basis whenever the County provides financial data, and in other financial and taxation matters.

  • The Per Share NAV as determined by the Board and the Independent Valuation Firm’s opinion as to a reasonable range of Per Share NAV will be reported in the SEC Disclosure Documents filed with the Commission and in the Annual Report sent to investors with sufficient narrative disclosure to meet FINRA regulatory requirements and in a clear and concise manner so as to be understood by the average investor.

  • The following three sections will describe minimum requested services relating to: 1) general services expected from each counsel selected, 2) services specific to SEC Disclosure Counsel, and 3) services specific to Sales Tax and Utilities Revenue Bond Counsel and Special Services Bond Counsel.

  • The Company will include in its Annual Report sent to investors and in its SEC Disclosure Documents filed with the SEC the following performance measures: (i) Funds From Operations using the definition and protocols established by the National Association of Real Estate Investment Trusts, and Modified Funds From Operations using the definition found in the Investment Program Association Practice Guideline 2010-01.

  • In addition, if Company has knowledge of a material impairment or appreciation, or a material other-than-temporary change in the value of any real property or real estate related asset which would result in a material change in the NAV or Per Share NAV, then the Company shall consider such change prior to the issuance of a Per Share NAV and shall otherwise file such SEC Disclosure Documents as required.

  • To the extent the Per Share NAV assigned by the Board and disclosed by the Company does not fall within the range of Per Share NAV provided by the Independent Valuation Firm, the Company will provide an explanation in its SEC Disclosure Documents.

  • The Company and PCE shall consult with each other before advising the Company’s associates and staff of the consummation of the transaction that is the subject of this Agreement, and shall continue to make reasonable efforts to consult with each other before issuing any press release or otherwise making any public statement with respect to this Agreement and the transactions contemplated hereby; provided, however, that the foregoing shall not apply to the PCE SEC Disclosure.

Related to SEC Disclosure

  • Adverse Disclosure means any public disclosure of material non-public information, which disclosure, in the good faith judgment of the Chief Executive Officer or principal financial officer of the Company, after consultation with counsel to the Company, (i) would be required to be made in any Registration Statement or Prospectus in order for the applicable Registration Statement or Prospectus not to contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein (in the case of any prospectus and any preliminary prospectus, in the light of the circumstances under which they were made) not misleading, (ii) would not be required to be made at such time if the Registration Statement were not being filed, and (iii) the Company has a bona fide business purpose for not making such information public.

  • Public Disclosure means disclosure in a press release reported by the Dow Jones News Service, Associated Press or comparable national news service or in a document publicly filed by the corporation with the Securities and Exchange Commission pursuant to Section 13, 14 or 15(d) of the Exchange Act.

  • SEC Filings has the meaning set forth in Section 4.6.

  • Disclosure shall have the meaning given to such term under the HIPAA regulations in 45 CFR § 160.103.

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

  • 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.

  • disclosure period means the period commencing on 22 February 2012 (being the date 12 months prior to the commencement of the Offer Period) and ending on the disclosure date;

  • SEC Reports shall have the meaning ascribed to such term in Section 3.1(h).

  • Public Disclosure Documents means, collectively, all of the documents which have been filed by or on behalf of the Purchaser in the 24 months prior to the date hereof with the relevant Securities Regulators pursuant to the requirements of Securities Laws and filed on SEDAR at xxx.xxxxx.xxx;

  • SEC Documents shall have the meaning specified in Section 4.5.

  • Company SEC Documents has the meaning set forth in Section 3.5(a).

  • Disclosures means the disclosures set out in ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .

  • Form 8-K Disclosure Information As defined in Section 11.07.

  • Disclosure Notice means a notice issued by or on behalf of the Company requiring disclosure of interests in shares pursuant to section 212 of the Act;

  • disclosure date means either of the following:

  • Disclosure to information norm means the Policy shall be void and all premium paid thereon shall be forfeited to the Company, in the event of misrepresentation, mis-description or non-disclosure of any material fact.

  • Company Confidential Information means information (including any and all combinations of individual items of information) that the Company has or will develop, acquire, create, compile, discover or own, that has value in or to the Company’s business which is not generally known and which the Company wishes to maintain as confidential. Company Confidential Information includes both information disclosed by the Company to me, and information developed or learned by me during the course of my employment with the Company. Company Confidential Information also includes all information of which the unauthorized disclosure could be detrimental to the interests of the Company, whether or not such information is identified as Company Confidential Information. By example, and without limitation, Company Confidential Information includes any and all non-public information that relates to the actual or anticipated business and/or products, research or development of the Company, or to the Company’s technical data, trade secrets, or know-how, including, but not limited to, research, product plans, or other information regarding the Company’s products or services and markets therefor, customer lists and customers (including, but not limited to, customers of the Company on which I called or with which I may become acquainted during the term of my employment), software, developments, inventions, discoveries, ideas, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, and other business information disclosed by the Company either directly or indirectly in writing, orally or by drawings or inspection of premises, parts, equipment, or other Company property. Notwithstanding the foregoing, Company Confidential Information shall not include any such information which I can establish (i) was publicly known or made generally available prior to the time of disclosure by the Company to me; (ii) becomes publicly known or made generally available after disclosure by the Company to me through no wrongful action or omission by me; or (iii) is in my rightful possession, without confidentiality obligations, at the time of disclosure by the Company as shown by my then-contemporaneous written records; provided that any combination of individual items of information shall not be deemed to be within any of the foregoing exceptions merely because one or more of the individual items are within such exception, unless the combination as a whole is within such exception. I understand that nothing in this Agreement is intended to limit employees’ rights to discuss the terms, wages, and working conditions of their employment, as protected by applicable law.

  • Parent Disclosure Letter has the meaning set forth in Article IV.

  • Covered Disclosure Information shall have the meaning set forth in Section 9.2(b) hereof.

  • Information Disclosure Requirements means the requirements to disclose information under:

  • Disclosure Information As defined in the Pooling and Servicing Agreement.

  • Company Proxy Statement has the meaning set forth in Section 3.5.

  • Disclosed Information means the information disclosed by a Party for the purpose of settlement, negotiation, Mediation or Arbitration;

  • 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.

  • 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;

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