Transaction Materials definition

Transaction Materials shall have the meaning ascribed to such term in Section 5.6.
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Transaction Materials means the terms and conditions of this Agreement and the Ancillary Agreements. If this Agreement is, for any reason, terminated prior to the Closing, the Confidentiality Agreement shall continue in full force and effect in all respects in accordance with its terms.
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Transaction Materials has the meaning given to it in Section 8.2(c).
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Examples of Transaction Materials in a sentence

  • To the extent that any of the Buyer Parties or the Company comes into possession of any Transaction Materials following the Closing, such Persons shall not use such Transaction Materials for any purpose.

  • The Offeror shall not, prior to expiration of the Transactions, make any amendment or supplement to the Registration Statement, Prospectus or other Transaction Materials which shall be reasonably disapproved by the Lead Dealer Manager promptly after reasonable notice.

  • The purpose of my review of the Transaction Materials and explaining them to the Homeowner was to inform the Homeowner of the legal consequences and risks relating to the Transaction.

  • Upon receipt of an invoice, you agree to reimburse us for our reasonable expenses incurred in preparing to market and marketing the Securities, including, but not limited to, travel, fees and disbursements of our counsel and pr inting and distribution of Transaction Materials, whether or not a closing occurs .

  • The Offeror will not amend or supplement Transaction Materials, or prepare or approve any Other Material for use in connection with the Transactions, without the Lead Dealer Manager’s prior approval.

  • It is interesting that in some of the countries the candidates had contact with the assessors from the beginning of the validation process, while in others they had contact from the beginning of the process only with the advisers.

  • Upon receipt of an invoice, you agree to reimburse us for our reasonable expenses incurred in preparing to market and marketing the Securities, including, but not limited to, travel, fees and disbursements of our counsel and printing and distribution of Transaction Materials, whether or not a closing occurs but such reimbursement will not exceed $2,500 without your approval.

  • The Group fulfils its performance obligations in accordance with the provisions of the contract.

  • Seller covenants and agrees that any disclosure statement, proxy solicitation submitted to its Members pursuant to Section 6.3 or other documents submitted by Purchaser to any other Person in connection with the Contemplated Transactions (collectively, the "Seller Transaction Materials") will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements made therein, in light of the statements made therein, not misleading.

  • Purchaser and Seller each acknowledge agree that Purchaser has not assumed and shall have absolutely no Liability of any kind whatsoever, including any Liability to Seller or any other Person, arising from or relating to the Seller Transaction Materials.


More Definitions of Transaction Materials

Transaction Materials means all books, records, correspondence or files, regardless of media, generated, prepared or maintained primarily in connection with any attempt by Sellers, the Company or GT (as a result of its representation of a Seller or the Company), including by any Affiliates of each of the foregoing, to sell the Company or its assets (regardless of the form of transaction), or any analysis thereof by any such Persons, including for the purpose of negotiating and effectuating this Agreement, any ancillary agreement or any of the transactions contemplated hereby or thereby.
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Transaction Materials shall have the meaning ascribed to such term in Section 5.6. [***] INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
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Transaction Materials means the terms and conditions of this Agreement and the Ancillary Agreements. If this Agreement is, for any reason, terminated prior to the Closing, the terms and conditions of this Section 5.6 shall continue in full force and effect in all respects. Notwithstanding anything to the contrary, Seller shall not be considered in breach of any confidentiality obligation or commitment, and shall not have any liability or responsibility, as a result of any disclosure, use, or exploitation of any information or ideas retained in the memories of its employees (including former employees), and other individuals, that had access to the Transferred Intellectual Property prior to completion of the activities under Section 5.4 of this Agreement above. Additionally, Seller shall have no liability or responsibility as a result of any use, disclosure or other exploitation of Confidential Information or Transferred Know-How by any party to any Material Business Agreement or Transferred Agreement or any other agreement pursuant to which Confidential Information of Seller or Transferred Know-How was disclosed prior to the Closing Date. Seller shall have no obligation or responsibility to enforce, or maintain in force, or to perform under, any agreements to which Seller is a party after the Closing Date, and Seller shall have no liability or responsibility based upon such agreements, except in accordance with this Agreement as a result of a breach by Seller of a representation or warranty of Seller set forth in this Agreement.
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Transaction Materials means the terms and conditions of this Agreement and the Ancillary Agreements. If this Agreement is, for any reason, terminated prior to the Closing, the Confidentiality Agreement shall continue in full force and effect in all respects. Notwithstanding any provision of this Agreement to the contrary, after the Closing, Seller’s and its Representatives’ obligations in Section 5.8 shall not be deemed to be breached by any disclosure by NBCUniversal Media, LLC (“NBCU”) or any other affiliate of NBCU in the ordinary course of their business of disseminating news and information; provided that the individuals involved in such dissemination received such documents or information from a source other than the personnel of Seller or its Representatives involved in the transactions contemplated hereunder.
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Related to Transaction Materials

  • Information Materials has the meaning given that term in Section 9.6.

  • Evaluation Material shall have the meaning ascribed thereto in Section 6.3(a).

  • Construction materials means any tangible personal property that will be

  • Customer Materials any materials, data, information, software, equipment or other resources owned by or licensed to You and made available to Us pursuant to facilitating Your use of the Services, including Customer Data.

  • Third Party Materials means materials and information, in any form or medium, including any software, documents, data, content, specifications, products, equipment or components of or relating to the Services that are not proprietary to NCIT.

  • Solicitation Materials means, collectively, the solicitation materials with respect to the Plan.

  • Program Materials means the documents and information provided by the Program Administrator specifying the qualifying EEMs, technology requirements, costs and other Program requirements, which include, without limitation, program guidelines and requirements, application forms and approval letters.

  • Construction material means an article, material, or supply brought to the construction site by the Contractor or a subcontractor for incorporation into the building or work. The term also includes an item brought to the site preassembled from articles, materials, or supplies. However, emergency life safety systems, such as emergency lighting, fire alarm, and audio evacuation systems, that are discrete systems incorporated into a public building or work and that are produced as complete systems, are evaluated as a single and distinct construction material regardless of when or how the individual parts or components of those systems are delivered to the construction site. Materials purchased directly by the Government are supplies, not construction material.

  • SAP Materials means any materials (including statistical reports) provided, developed or made available by SAP (independently or with Customer’s cooperation) in the course of performance under the Agreement, including in the delivery of any support or Professional Services to Customer. SAP Materials do not include the Customer Data, Customer Confidential Information or the Cloud Service. SAP Materials may also be referred to in the Agreement as “Cloud Materials”.

  • IP Materials has the meaning given to it in clause E8.1 (Intellectual Property Rights).

  • Publicity Material means the promotional gifts, catalogues, pamphlets and all and any advertising and publicity material whatsoever which an Exhibitor wishes to display, distribute or use at the Exhibition.

  • Shareholder Materials means the Fund’s prospectus, statement of additional information and any other materials relating to the Fund provided to Fund shareholders by the Fund.

  • Third Party Material means software, software development tools, methodologies, ideas, methods, processes, concepts and techniques owned by, or licensed to a third party and used by the Service Provider in the performance of the Services;

  • Confidential Materials means all tangible materials containing Confidential Information, including without limitation written or printed documents and computer disks or tapes, whether machine or user readable.

  • Supplier Materials has the meaning given in clause 8.1(h).

  • Study Materials means all the materials and information created for the Study, or required to be submitted to the Sponsor including all data, results, Biological Samples, Case Report Forms (or their equivalent) in whatever form held, conclusions, discoveries, inventions, know-how and the like, whether patentable or not, relating to the Study, which are discovered or developed as a result of the Study, but excluding the Institution’s ordinary patient records.

  • Client Materials means all works and materials supplied by or on behalf of the Client to the Consultant for incorporation into the Deliverables or for some other use in connection with the Services;

  • Product Information has the meaning specified in Section 10.12(a).

  • Regulatory Materials means regulatory applications, submissions, notifications, registrations, Marketing Authorizations or other written materials, correspondence, submissions made to or with a Regulatory Authority that are necessary or reasonably desirable in order to Develop, Manufacture or Commercialize the Licensed Products in the Field in a particular country.

  • Proprietary Materials means any tangible chemical, biological or physical research materials that are furnished by or on behalf of one Party to the other Party in connection with this Agreement, regardless of whether such materials are specifically designated as proprietary by the transferring Party.

  • Due Diligence Materials means the information to be provided by Seller to Purchaser pursuant to the provisions of Section 4.1 hereof.

  • Financing Information means (i) audited consolidated balance sheets and related statements of income, comprehensive income and cash flows of the Company and its Subsidiaries for the three most recently completed fiscal years ended at least 60 days prior to the Closing Date; (ii) unaudited interim consolidated balance sheets and related statements of income, comprehensive income and cash flows of the Company and its Subsidiaries for the fiscal quarter ended at least 60 days prior to the Closing Date (but excluding the fourth quarter of any fiscal year); and (iii) all other information regarding the Company and its Subsidiaries required by Regulation S-X and Regulation S-K under the Securities Act for an offering of securities of Parent on a registration statement filed with the SEC, in each case, of the type that would permit the Company’s independent auditors to deliver customary “comfort” (including customary “negative assurance” comfort) in connection with such offering which such auditors are prepared to provide upon completion of customary procedures.

  • Seller Information As defined in Subsection 34.04(a).

  • Tax Materials shall have the meaning set forth in Section 4.1(a).

  • Specified Materials means the basic materials required on the Site for the execution and completion of Works, which shall include fuel and lubricants; cement; aggregates; steel reinforcement; timber and gravel.

  • Input Material means all documents, information, representations, statements and materials provided by Customer or a third party on behalf of Customer, relating to the Services, including computer programs, data, logos, reports and specifications and inventories.