DISCLOSURE COVENANTS Sample Clauses

DISCLOSURE COVENANTS. The Borrower hereby approves of the use and distribution of the Placement Memorandum (including any amendments, modifications and supplements thereto) and all exhibits and appendices thereto and all other documents provided by the Borrower to the Placement Agent for use in the placement of the Notes from time to time. The Borrower agrees to cause the Placement Agent to be furnished with as many copies of the Placement Memorandum and all exhibits and appendices thereto and documents incorporated by reference therein as the Placement Agent may reasonably request and the Borrower agrees to furnish the Placement Agent with such other information as the Borrower deems necessary or as the Placement Agent may reasonably request from time to time in connection with the placement of the Notes in accordance with the terms hereof. If at any time during the term of this Placement Agreement any event or condition known to the Borrower relating to or affecting the Borrower, the Bank, the Project or the Notes or any document or agreement related to the Notes or executed in connection with the issuance or
Sample 1
AutoNDA by SimpleDocs
DISCLOSURE COVENANTS. The Borrower hereby approves of the use and distribution of the Placement Memorandum (including any amendments, modifications and supplements thereto made or approved by the Borrower) and all exhibits and appendices thereto and all other documents provided by the Borrower to the Remarketing Agent for use in the remarketing of the Notes. The Borrower agrees to cause the Remarketing Agent to be furnished with as many copies of the Placement Memorandum and all exhibits and appendices thereto and documents incorporated by reference therein as the Remarketing Agent may reasonably request and the Borrower agrees to furnish the Remarketing Agent with such other information as the Borrower deems necessary or as the Remarketing Agent may reasonably request from time to time in connection with the remarketing of the Notes in accordance with the terms hereof. If at any time during the term of this Remarketing Agreement any event or condition known to the Borrower relating to or affecting the Borrower, the Bank, the Project or the Notes or any document or agreement related to the Notes or executed in connection with the issuance or placement thereof shall occur which might affect the accuracy or completeness of any statement of a material fact contained in the Placement Memorandum or any exhibit or appendix thereto or document incorporated by reference therein or any other materials or information furnished by the Borrower to the Remarketing Agent in connection with the placement, remarketing or sale of any Note hereunder, the Borrower shall promptly notify the Remarketing Agent in writing of the circumstances and details of such event or condition.
Sample 1
DISCLOSURE COVENANTS. (a) In the event that the Remarketing Agent, in connection with the remarketing of the Series 2005A Bonds, is required to comply with Rule 15c2-12, as amended (the “Rule”), of the Securities and Exchange Commission, the Company agrees to take all actions as are necessary at that time to comply with the provisions of the Rule.
Sample 1

Related to DISCLOSURE COVENANTS

  • Non-Disclosure Covenant The Company and NewCo recognize and acknowledge that each has in the past, currently has, and in the future may possibly have, access to certain Confidential Information of APP that is valuable, special and a unique asset of such entity's business. APP acknowledges that it had in the past, currently has, and in the future may possibly have, access to certain Confidential Information of the Company and NewCo that is valuable, special and a unique asset of each such business. The Company, NewCo and APP, severally, agree that they will not disclose such Confidential Information to any person, firm, corporation, association or other entity for any purpose or reason whatsoever, except (a) to authorized representatives of APP, NewCo and the Company and (b) to counsel and other advisers to APP, NewCo and the Company provided that such advisers (other than counsel) agree to the confidentiality provisions of this Section 16.1, unless (i) such information becomes available to or known by the public generally through no fault of the Company, NewCo or APP, as the case may be, (ii) disclosure is required by law or the order of any governmental authority under color of law, provided, that prior to disclosing any information pursuant to this clause (ii) the Company, NewCo or APP, as the case may be, shall, if possible, give prior written notice thereof to the Company, NewCo or APP and provide the Company or APP with the opportunity to contest such disclosure, (iii) the disclosing party reasonably believes that such disclosure is required in connection with the defense of a lawsuit against the disclosing party, or (iv) the disclosing party is the sole and exclusive owner of such Confidential Information as a result of the Merger or otherwise. In the event of a breach or threatened breach by the Company, on the one hand, and APP, on the other hand, of the provisions of this Section, APP, NewCo and the Company shall be entitled to an injunction restraining the other party, as the case may be, from disclosing, in whole or in part, such Confidential Information. Nothing herein shall be construed as prohibiting any of such parties from pursuing any other available remedy for such breach or threatened breach, including the recovery of damages.

  • REPORTING COVENANTS The Borrower agrees with the Lenders, the Issuers and the Administrative Agent to each of the following, as long as any Obligation or any Revolving Credit Commitment remains outstanding and, in each case, unless the Requisite Lenders otherwise consent in writing:

  • CERTIFICATIONS; DISCLOSURE CONTROLS AND PROCEDURES The Adviser acknowledges that, in compliance with the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), and the implementing regulations promulgated thereunder, the Trust and the Fund are required to make certain certifications and have adopted disclosure controls and procedures. To the extent reasonably requested by the Trust, the Adviser agrees to use its best efforts to assist the Trust and the Fund in complying with the Xxxxxxxx-Xxxxx Act and implementing the Trust’s disclosure controls and procedures. The Adviser agrees to inform the Trust of any material development related to the Fund that the Adviser reasonably believes is relevant to the Fund’s certification obligations under the Xxxxxxxx-Xxxxx Act.

  • Reporting Covenants Required Complies Monthly Compliance Statement Monthly within 30 days Yes No Quarterly financial statements Quarterly within 30 days Yes No Annual financial statements (CPA Audited) FYE within 120 days Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC Yes No Board approved projections FYE within 60 days Yes No

  • Disclosure Controls The Company and its subsidiaries maintain an effective system of “disclosure controls and procedures” (as defined in Rule 13a-15(e) of the Exchange Act) that complies with the requirements of the Exchange Act and that has been designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms, including controls and procedures designed to ensure that such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure. The Company and its subsidiaries have carried out evaluations of the effectiveness of their disclosure controls and procedures as required by Rule 13a-15 of the Exchange Act.

  • Non Disclosure Covenant Employee Inventions 7.1. ACKNOWLEDGMENTS BY THE EXECUTIVE Executive acknowledges that (2) during the Employment Period and as a part of his employment, Executive will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on Employer and its business; (c) the Employer has required that Executive make the covenants in this Section 7; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information.

  • Confidentiality Covenants (a) The Executive understands that the Company and/or its Affiliates, from time to time, may impart to the Executive confidential information, whether such information is written, oral or graphic.

  • DISCLOSURE; ACCESS TO INFORMATION The Investor has received all documents, records, books and other publicly available information pertaining to Investor's investment in the Company that have been requested by the Investor. The Company is subject to the periodic reporting requirements of the Exchange Act, and the Investor has reviewed copies of all SEC Documents deemed relevant by Investor.

  • Disclosure Controls and Procedures; Deficiencies in or Changes to Internal Control Over Financial Reporting The Company has established and maintains disclosure controls and procedures (as defined in Rules 13a-15 and 15d-15 under the Exchange Act), which (i) are designed to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to the Company’s principal executive officer and its principal financial officer by others within those entities, particularly during the periods in which the periodic reports required under the Exchange Act are being prepared; (ii) have been evaluated by management of the Company for effectiveness as of the end of the Company’s most recent fiscal quarter; and (iii) are effective in all material respects to perform the functions for which they were established. Since the end of the Company’s most recent audited fiscal year, there have been no significant deficiencies or material weakness in the Company’s internal control over financial reporting (whether or not remediated) and no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company is not aware of any change in its internal control over financial reporting that has occurred during its most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

  • Disclosure Controls and Procedures The Company maintains effective “disclosure controls and procedures” (as defined under Rule 13a-15(e) under the Exchange Act to the extent required by such rule).

Time is Money Join Law Insider Premium to draft better contracts faster.