Merger Agreement Disclosures definition

Merger Agreement Disclosures means the Target Disclosures and the Parent Disclosure Letter to the Merger Agreement and the Parent SEC Documents (as defined in the Merger Agreement), all as in effect on the date hereof.
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Merger Agreement Disclosures means the Target Disclosures and the Parent Disclosure Letter to the Merger Agreement and the Parent SECDocuments (as defined in the Merger Agreement), all as in effect on the date hereof.
Sample 1Sample 2

Examples of Merger Agreement Disclosures in a sentence

  • Except as set forth in the General Disclosure Package, the Company, its subsidiaries and the Company’s Board of Directors (the “Company Board”) and, to the knowledge of the Company and except as set forth in the Merger Agreement Disclosures, Target, its subsidiaries and Target’s Board of Directors (the “Target Board”) are in compliance with Xxxxxxxx-Xxxxx and all applicable Exchange Rules.

  • Except as set forth in the General Disclosure Package, the Company, its subsidiaries and the Company’s Board of Directors (the “Company Board”) and, to the knowledge of the Company and except as set forth in the Merger Agreement Disclosures, Target, its subsidiaries and Target’s Board of Directors (the “Target Board”) are in compliance with Sarbanes-Oxley and all applicable Exchange Rules.

  • Except as set forth in the General Disclosure Package, the Company, its subsidiaries and the Company’s Board of Directors (the “ Company Board ”) and, to the knowledge of the Company and except as set forth in the Merger Agreement Disclosures, Target, its subsidiaries and Target’s Board of Directors (the “ Target Board ”) are in compliance with Sarbanes-Oxley and all applicable Exchange Rules.

  • Except as set forth in the General Disclosure Package, the Company, its subsidiaries and the Company’s Board of Directors (the “ Company Board ”) and, to the knowledge of the Company and except as set forth in the Merger Agreement Disclosures, Target, its subsidiaries and Target’s Board of Directors (the “ Target Board”) are in compliance with Sarbanes-Oxley and all applicable Exchange Rules.

  • Except as set forth in the General Disclosure Package, the Company, its subsidiaries and the Company’s Board of Directors (the “ Company Board”) and, to the knowledge of the Company and except as set forth in the Merger Agreement Disclosures, Target, its subsidiaries and Target’s Board of Directors (the “Target Board”) are in compliance with Sarbanes-Oxley and all applicable Exchange Rules.

Related to Merger Agreement Disclosures

  • Merger Agreement has the meaning set forth in the Recitals.

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

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.

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

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

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

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

  • Public Disclosure Documents means, collectively, all of the documents which have been filed by or on behalf of the Company prior to the Time of Closing with the relevant Securities Regulators pursuant to the requirements of Securities Laws and available for viewing on the Company's profile on xxx.xxxxx.xxx;

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

  • Existing Confidentiality Agreement shall have the meaning given in Section 6.2.

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

  • Transaction Agreement has the meaning set forth in the recitals.

  • Confidentiality Agreement has the meaning set forth in Section 6.3.

  • Confidentiality Agreements is defined in Section 5.5(e) hereof.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Closing Press Release has the meaning set forth in Section 5.4(b).

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

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

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.