Securities Matters definition

Securities Matters has the meaning set forth in clause 18.16.
Securities Matters. Pegasus has filed all forms, reports, statements and other documents required to be filed with the Commission, and has heretofore made available to the Company, in the form filed with the Commission, together with any amendments thereto, its (i) Annual Reports on Form 10-K, (ii) all Quarterly Reports on Form 10-Q, (iii) all proxy statements relating to meetings of stockholders (whether annual or special), (iv) all reports on Form 8-K, and (v) all other reports or registration statements filed by Pegasus (collectively, the "Pegasus SEC Reports"). As of their respective filing dates the Pegasus SEC Reports (i) complied as to form in all material respects with the requirements of the Exchange Act and the Securities Act and (ii) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

Examples of Securities Matters in a sentence

  • Securities Matters: Except as otherwise provided herein, all shares of Reorganized Parent Participating Preferred Stock and, upon conversion thereof, Reorganized Parent Common Stock shall be exempt from registration pursuant to section 1145 of the Bankruptcy Code or another applicable exemption from registration.

  • REPRESENTATIONS AND WARRANTIES OF CEDING COMPANY 6 Section 2.1. Incorporation and Standing 6 Section 2.2. Authorization 7 Section 2.3. No Conflict or Violation 7 Section 2.4. Consents and Approvals 7 Section 2.5. Brokers 7 Section 2.6. Contracts 8 Section 2.7. Compliance 9 Section 2.8. Financial Statements; Internal Controls 10 Section 2.9. Separate Accounts; Securities Matters 11 Section 2.10.

  • Schedule 3.20 Securities Matters December 11, 2000 NCI/Biovest CRADA January 26, 2001 NYU presentation April 15, 2003 Accentia, Inc.

  • REPRESENTATIONS AND WARRANTIES OF THE GE ENTITIES 52 Section 5.1 Organization and Standing 52 Section 5.2 Corporate Power and Authority 53 Section 5.3 Conflicts; Consents and Approvals 53 Section 5.4 Class C Shares 54 Section 5.5 Brokers 54 Section 5.6 Absence of Litigation; Compliance with Laws 55 Section 5.7 Securities Matters 55 Section 5.8 Disclaimer 55 ARTICLE 6.

  • Registration Rights Agreement 9.* Key Employee Agreement 10.* Intentionally Deleted 11.* Employees 12.* Seller Apportionment 13.* Additional Securities Matters * These Schedules have been omitted from this report pursuant to Item 601(b)(2) of Regulation S-K under the Securities Act of 1933.

  • Corporate Legal Consultation & Case Management Provide legal advice for general corporate and transactional matters (including SEC filings, Board of Directors matters, PUHCA, Financings, Securities Matters, Intellectual Property, Technology, General Counsel matters, etc.).

  • Government Audits Labor Relations Board and Stockholder Approval Brokers Bank Accounts Suppliers and Customers Absence of Changes Securities Matters.

  • Other than in connection with the provisions of the DGCL, the FBCA, the Exchange Act, the Securities Act (other than the Transaction Securities Matters), and applicable state securities laws (other than the Transaction Securities Matters), neither Tedom nor Merger Sub needs to give any notice to, make any filing with, or obtain any authorization, consent, or approval of, any Governmental Authority in order for the Parties to consummate the transactions contemplated by this Agreement.

  • UBICS Securities Matters and Financial Statements.....................26 4.07.

  • Section 3.5 (Adjustments to Upfront Consideration), Section 3.6 (Earnout), Section 5.3 (Investment and Securities Matters) and Section 7.9 (Future Franchise Territories and Photo-Voltaic Equipment Supplies) of the Original Merger Agreement shall be deleted in their entirety.

Related to Securities Matters

  • Securities Market means an established securities market.

  • Securities and Futures Ordinance means the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong);

  • BLUE SKY MATTERS We shall have no obligation or responsibility with respect to your right to sell Fund shares in any state or jurisdiction. From time to time we may furnish you with information identifying the states and jurisdictions, under the securities laws of which it is believed a Fund's shares may be sold. You will not transact orders for Fund shares in states or jurisdictions in which we indicate Fund shares may not be sold. You agree to offer and sell Fund shares outside the United States only in compliance with all applicable laws, rules and regulations of any foreign government having jurisdiction over such transactions in addition to any applicable laws, rules and regulations of the United States.

  • staff matters means the remuneration, conditions of service, promotion, conduct, suspension, dismissal or retirement of staff;

  • Hague Securities Convention means the Hague Convention on the Law Applicable to Certain Rights in Respect of Securities held with an Intermediary (concluded July 5, 2006).