MAF Disclosure Letter definition

MAF Disclosure Letter means a letter delivered by MAF to National City on or before the execution and delivery of this Agreement setting forth, among other things, items the disclosure of which is required under this Agreement, either in response to an express disclosure requirement contained in a provision of this Agreement or as an exception to one or more of the representations, warranties or covenants of MAF contained in this Agreement. The MAF Disclosure Letter is arranged in a format in which the disclosures made therein are arranged in paragraphs or sections corresponding to the numbered and lettered sections and subsections of this Agreement, however, the matters expressly disclosed in the MAF Disclosure Letter shall not be specifically limited to the corresponding representation, warranty or covenant to which such disclosure paragraph or section relates. The inclusion of any matter in the MAF Disclosure Letter shall not be deemed an admission or otherwise to imply that any such matter is material for purposes of this Agreement or any other reason.
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Examples of MAF Disclosure Letter in a sentence

  • Notwithstanding anything to the contrary in this Agreement, MAF and National City shall take all actions necessary to enact the items set forth on Section 6.5(g) of the MAF Disclosure Letter.

  • National City or the applicable National City Subsidiary shall accomplish the migration of the Continuing Employees to the Eligible Plans as set forth in Section 6.5(d) of the MAF Disclosure Letter.

  • Attached as Schedule 5.15 to the MAF Disclosure Letter is a true, accurate and complete copy of the engagement letter between MAF and KBW for any fees paid and payable by MAF to KBW, in connection with, or as a result of, the transactions contemplated by this Agreement.

  • MAF has delivered or made available to National City true and correct copies of the Tax Returns filed by MAF and each MAF Subsidiary as listed in Section 5.8 of the MAF Disclosure Letter.

  • Such a contract will serve the best interests of the District by encouraging effective competition or otherwise promoting economies in District procurement.

  • Section 5.4 of the MAF Disclosure Letter sets forth with respect to each Subsidiary of MAF (each, a “MAF Subsidiary”) the (i) name of the MAF Subsidiary, (ii) state of incorporation or organization of the MAF Subsidiary, (iii) the owners and their respective ownership interests in the MAF Subsidiary and (iv) the primary activities of the MAF Subsidiary and the primary activities the MAF Subsidiary is engaged in as of the date hereof.

  • If a Continuing Employee is terminated without cause at or after the Effective Time by National City or any National City Subsidiary, such Continuing Employee shall be entitled to the severance benefits that would be paid from time to time under the severance benefit plan or program of MAF attached as Section 6.5(f) to the MAF Disclosure Letter.

  • There is no fact or development known to MAF which would have or would reasonably expected to have, individually or in the aggregate, a Material Adverse Effect on MAF’s or any MAF Subsidiary’s continuing business, which has not been set forth in this Agreement or the MAF Disclosure Letter.

  • Other than entering into mortgage instruments and other agreements with customers and other than in the ordinary course of business consistent with past practice as set forth in Section 5.28 of the MAF Disclosure Letter, neither MAF nor any MAF Subsidiary will become a party to any, nor will any of their property become bound by, any interest rate swaps, caps, floors and option agreements used to manage interest rate risk or other interest rate risk management arrangements.

  • No representation or warranty by MAF in this Agreement after giving effect to the totality of the disclosures set forth in the MAF Disclosure Letter, contains any untrue statement of a material fact or omits to state a material fact required to be stated 37 herein or therein or necessary to make any statement herein or therein not materially misleading.

Related to MAF Disclosure Letter

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

  • 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.

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

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

  • 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.

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

  • 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.

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

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

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

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

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

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

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

  • 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.

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

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

  • 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.

  • 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 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;

  • 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.

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

  • Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).