CFSB Disclosure Memorandum definition

CFSB Disclosure Memorandum means the written information entitled "CFSB Disclosure Memorandum" delivered on or prior to the date of this Agreement to CBC describing in reasonable detail the matters contained therein.
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Examples of CFSB Disclosure Memorandum in a sentence

  • Except as set forth in Section 11.3 of the CFSB Disclosure Memorandum, and with the exception of RP Financial, Inc., CFSB represents and warrants that neither it nor any of its officers, directors, employees or Affiliates has employed any broker or finder or incurred any Liability for any financial advisory fees, investment bankers' fees, brokerage fees, commissions, or finders' fees in connection with this Agreement or the transactions contemplated hereby.

  • CBC and its Subsidiaries also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts disclosed in Section 8.9 of the CFSB Disclosure Memorandum between any CFSB Company and any current or former director, officer, or employee thereof and all provisions for vested benefits accrued through the Effective Time under the CFSB Benefit Plans.

  • Except as disclosed in Section 5.10 of the CFSB Disclosure Memorandum, to the Knowledge of CFSB, there are presently no claims pending under such policies of insurance and no notices have been given by CFSB under such policies.

  • There is no audit, examination, deficiency or refund Litigation with respect to any Taxes that is reasonably likely to result in a determination that would have, individually or in the aggregate, a Material Adverse Effect on CFSB, except as reserved against in the CFSB Financial Statements delivered prior to the date of this Agreement or as disclosed in Section 5.8(a) of the CFSB Disclosure Memorandum.

  • Except as set forth in Section 5.21 of the CFSB Disclosure Memorandum, neither CFSB nor any of its Subsidiaries is a party to or has agreed to enter into an exchange-traded or over-the-counter swap, forward, future, option, cap, floor or collar financial contract, or any other interest rate or foreign currency protection contract not included on its balance sheet which is a financial derivative contract (including various combinations thereof).

  • Section 8.9 of the CFSB Disclosure Memorandum quantifies in reasonable detail the amount of payments which would become due and payable (assuming the Merger is consummated on or before December 31, 2002) under the employment or change in control agreements as a result of a termination of employment and/or a change in control of CFSB or Citizens Federal.

  • The enrollment growths of apprentices attending classes are 270 apprentices (in 2003) to 880 ap- prentices (in 2007), 769 apprentices (in 2009), which were the basis for expansion and increase in support needed for instructional and related needs of the Program.

  • Except as disclosed in Section 5.10 of the CFSB Disclosure Memorandum or as disclosed or reserved against in the CFSB Financial Statements, the CFSB Companies have good and marketable title, free and clear of all Liens, to all of their respective Assets.

  • CBC will cauxx XXXX xx xxxx xhe xxxxxx xx control payxxxxx xx Xx. Stokes, Ms. Day and Mr. McGriff immediately prior to the Effectixx Xxxx xx the amounts sxx xxxxx xx Section 8.9 of the CFSB Disclosure Memorandum.

  • CBC will cause CFSB to make the change of control payments to Mx. Xxxxxx, Ms. Day and Mx. XxXxxxx immediately prior to the Effective Time in the amounts set forth in Section 8.9 of the CFSB Disclosure Memorandum.

Related to CFSB Disclosure Memorandum

  • 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.

  • Parent Disclosure Schedule means the disclosure schedule dated the date hereof regarding this Agreement that has been provided by Parent to the Company.

  • Disclosure Schedule means the Disclosure Schedule, dated as of the date hereof, delivered to the Buyer by the Seller concurrently with the execution of this Agreement.

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

  • Parent Disclosure Letter means the disclosure letter delivered by Parent to the Company in connection with, and upon 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.

  • Company Disclosure Schedule means the disclosure schedule of the Company referred to in, and delivered pursuant to, this Agreement.

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

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

  • Buyer Disclosure Schedule means the disclosure schedule of Buyer referred to in, and delivered pursuant to, this Agreement.

  • Seller Disclosure Schedules means those certain Seller Disclosure Schedules dated as of the date of this Agreement, provided by Seller to Purchaser.

  • Seller Disclosure Letter means the letter, dated as of the date hereof, delivered by Seller to Buyer prior to the execution of this Agreement and identified as the Seller Disclosure Letter.

  • Seller Disclosure Schedule means the disclosure schedule dated, and delivered by Seller to Buyer on, the date of this Agreement. The Sections of the Seller Disclosure Schedule will be numbered to correspond to the applicable Section of this Agreement and, together with all matters under such heading, will be deemed to qualify only that Section unless it is manifestly evident from such disclosure that it qualifies another Section, in which case it will be deemed to qualify such other Section.

  • Buyer Disclosure Letter means the letter, dated as of the date hereof, delivered by Buyer to Seller prior to the execution of this Agreement and identified as the Buyer Disclosure Letter.

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

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

  • Purchaser Disclosure Schedule means the disclosure schedule of Purchaser delivered to Seller in connection with the execution and delivery of this Agreement.

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

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

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

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

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

  • Company SEC Documents shall have the meaning set forth in Section 4.7(a).

  • Risk Disclosure Statement the risk disclosure statement provided by the Broker to the Client before the opening of the Account and/or from time to time in form prescribed by the SFC from time to time with the current version set out in Part IV;

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

  • Continuing Disclosure Certificate means that certain Continuing Disclosure Certificate executed by the District and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.