Ceding Company Disclosure Schedule definition

Ceding Company Disclosure Schedule means the disclosure schedule dated as of the date hereof delivered by the Ceding Company to the Reinsurer in connection with the execution and delivery of this Agreement.
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Ceding Company Disclosure Schedule has the meaning specified in the Master Transaction Agreement.
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Ceding Company Disclosure Schedule has the meaning set forth in the first paragraph of Article III.
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Examples of Ceding Company Disclosure Schedule in a sentence

  • Promptly following the Closing Date, the Ceding Company will cause originals or copies, as the parties may mutually agree, of certain Books and Records to be transferred to the Reinsurer or its Affiliates as set forth in Section 5.6 of the Ceding Company Disclosure Schedule.

  • Except as set forth on Section 3.13 of the Ceding Company Disclosure Schedule, no Mixed Collateral is posted pursuant to a Material Ceded Reinsurance Contract.

  • No consent, approval or authorization of, or declaration or filing with, or notice to, any Governmental Authority or any other Person is required by or with respect to the Ceding Company in connection with the execution and delivery of any Transaction Agreement by the Ceding Company, or the consummation by the Ceding Company of the transactions contemplated thereby, except for the approvals, filings, and notices set forth in Section 3.4 of the Ceding Company Disclosure Schedule.

  • Except as provided in Section 3.11 of the Ceding Company Disclosure Schedule, the Ceding Company is solely responsible for the payment of the fees and expenses of any broker, investment banker, financial adviser or other Person acting in a similar capacity in connection with the transactions contemplated by the Transaction Agreements based upon arrangements made by or on behalf of the Ceding Company or any of its Affiliates.

  • Any disclosure set forth in the Ceding Company Disclosure Schedule with respect to any Section of this Agreement shall be deemed to be disclosed for purposes of other Sections of this Agreement to the extent that such disclosure sets forth facts in sufficient detail so that the relevance of such disclosure to such other Sections 44 would be reasonably apparent on the face of such disclosure.

  • No reference to or disclosure of any item or other matter in the Ceding Company Disclosure Schedule shall be construed as an admission or indication that such item or other matter is material or that such item or other matter is required to be referred to or disclosed in this Agreement.

  • Except as set forth in Section 3.03 of the Ceding Company Disclosure Schedule, the execution and delivery by each Ceding Company Party of the Transaction Agreements do not, and the performance by such Ceding Company Party of, and the consummation by such Ceding Company Party of the transactions contemplated by, the Transaction Agreements do not, require any Governmental Approval from the New York Department of Financial Services to be obtained or made by such Ceding Company Party prior to the Closing.

  • Except as set forth in Section 3.09(a) of the Ceding Company Disclosure Schedule, to the Knowledge of the Ceding Company, the Ceding Company is not, as of the date hereof, subject to any pending financial or market conduct examination by any applicable Governmental Authorities in respect of the Business.

  • Any fact or item disclosed in any section of each of the Reinsurer Disclosure Schedule or the Ceding Company Disclosure Schedule shall be deemed disclosed in all other sections of such Disclosure Schedule to the extent the applicability of such fact or item to such other section of such Disclosure Schedule is reasonably apparent on its face.

  • Matters reflected in any Section of the Ceding Company Disclosure Schedule are not necessarily limited to matters required by this Agreement to be so reflected.

Related to Ceding Company Disclosure Schedule

  • Company Disclosure Schedule means the disclosure schedule delivered by the Company to and accepted by Parent and Merger Sub on the date hereof.

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

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

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

  • Disclosure Letter means the disclosure letter dated the date of this Agreement and delivered by the Vendor to the Purchaser with this Agreement.

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

  • Buyer Disclosure Schedule means the disclosure schedule dated as of the date hereof delivered by Buyer to Seller in connection with the execution and delivery of this Agreement.

  • Seller Disclosure Schedule means the disclosure schedule delivered by Seller to Purchaser contemporaneously with the execution and delivery of the Agreement.

  • Disclosure Schedule has the meaning set forth in Section 3 below.

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

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

  • Buyer Disclosure Letter means the disclosure letter delivered by Buyer to Seller concurrently with the execution and delivery of this Agreement.

  • Purchaser Disclosure Schedule means the schedule (dated as of the date of the Agreement) delivered to Seller and the Members by the Purchaser, a copy of which is attached to this Agreement.

  • Seller Disclosure Schedules means the disclosure schedules of Seller delivered by Seller pursuant to this Agreement.

  • Purchaser Disclosure Letter means the disclosure letter delivered by the Purchaser to the Company at the time of execution hereof.

  • Buyer Disclosure Schedules means the disclosure schedules delivered by Buyer to Seller concurrently with the execution of this Agreement.

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

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

  • 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.

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

  • Previously Disclosed means information set forth or incorporated in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the Securities and Exchange Commission (the “SEC”) prior to the Signing Date (the “Last Fiscal Year”) or in its other reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) on or after the last day of the Last Fiscal Year and prior to the Signing Date.

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

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

  • Company Financial Advisor has the meaning set forth in Section 3.10.

  • Seller Parent has the meaning set forth in the Preamble.

  • Schedule of Exceptions shall have the meaning set forth in Section 5, and is attached hereto as Exhibit C.