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).
SEC Reports shall have the meaning ascribed to such term in Section 3.1(h).
Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).
Parent SEC Documents has the meaning set forth in Section 4.6(a).
SEC Filings has the meaning set forth in Section 4.6.
Company SEC Reports shall have the meaning set forth in Section 3.8(a).
Parent SEC Reports has the meaning set forth in Section 4.5(a).
Public Reports includes all reports filed by Company under the Act or the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two full fiscal years preceding the Effective Date and thereafter.
Buyer SEC Reports has the meaning set forth in Section 4.6.
SEC Off-Balance Sheet Rules means the Disclosure in Management’s Discussion and Analysis About Off-Balance Sheet Arrangements, Securities Act Release No. 33-8182, 68 Fed. Reg. 5982 (Feb. 5, 2003) (codified at 17 CFR pts. 228, 229 and 249).
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.
Current Financials means, at any time, the consolidated Financial Statements of the Companies most recently delivered to Administrative Agent under Section 7.1(a) or 7.1(b), as the case may be.
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;
Company Balance Sheet Date means December 31, 2014.
Disclosure Documents is defined in Section 5.3.
Parent Reports has the meaning set forth in Section 4.5(a).
Company Disclosure Documents is defined in Section 3.4(g) of the Agreement.
Time of Sale Disclosure Package means the Prospectus most recently filed with the Commission before the time of this Agreement, including any preliminary prospectus supplement deemed to be a part thereof, each Issuer Free Writing Prospectus, and the description of the transaction provided by the Underwriters included on Schedule II.
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.
Interim Balance Sheet Date has the meaning set forth in Section 3.06.
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 Financial Statements has the meaning set forth in Section 3.6(a).
Balance Sheet Date has the meaning set forth in Section 3.06.
U.S. Final Prospectus means the Canadian Final Prospectus with such deletions therefrom and additions thereto as are permitted or required by Form F-10 and the applicable rules and regulations of the SEC, included in the Registration Statement at the time it becomes effective, including the Documents Incorporated by Reference;
Company Financials means the Audited Financial Statements and the Interim Financial Statements.