State Filings definition
Examples of State Filings in a sentence
Parent and Merger Subsidiary will deliver copies of the proposed forms of the Schedule TO, the Offer Documents and the State Filings (as well as any change thereto) to the Company within a reasonable time prior to the commencement of the Offer for prompt review and comment by the Company and its counsel.
Parent and Merger Subsidiary shall make all filings required by applicable state law relating to the Offer (the "State Filings") as and when required by applicable state law.
Notwithstanding the foregoing, Parent and Merger Subsidiary make no representation or warranty with respect to any information supplied by or on behalf of the Company which is contained in any of the Offer Documents, the Schedule TO, the State Filings, the Proxy Statement or any amendment or supplement thereto.
Parent and Merger Subsidiary will provide the Company and its counsel in writing any comments that Merger Subsidiary, Parent or their counsel may receive from the SEC or its staff or any applicable state authority with respect to the Offer Documents or the State Filings promptly after the receipt thereof.
Parent and Merger Subsidiary will provide copies of any amendments or supplements to the Offer Documents, the Schedule TO or the State Filings prior to any filing of such amendments or supplements with the SEC or any applicable state authority in order to provide the Company and its counsel with a reasonable opportunity to review and comment.
Parent and Merger Subsidiary shall promptly correct any information in the Schedule TO, the Offer Documents or the State Filings that shall have become false or misleading in any material respect and take all steps necessary to cause such Schedule TO, Offer Documents or State Filings as so corrected to be filed with the SEC and any applicable state authority and disseminated to the stockholders of the Company, as and to the extent required by applicable law.
For services referenced in Sections C(1 and 5), of Exhibit A of this Agreement, the Consultant will be compensated at five thousand dollars ($5,000) for Federal and State Filings per year.
All SEC Filings and State Filings relating to the Portfolio are prepared to comply in all material respects with the requirements of the applicable laws and do not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.
EXHIBIT A: U.S. LIEN SUMMARY LIEN SEARCH RESULTS GERDAU AMERISTEEL CORPORATION (FLORIDA) *State Filings Secured Party: CitiCapital Technology Finance, Inc.
Parent and Merger Sub will provide copies of any amendments or supplements to the Offer Documents, the Schedule TO or the State Filings prior to any filing of such amendments or supplements with the SEC or any applicable state authority in order to provide the Company and its counsel with a reasonable opportunity to review and comment.