Seller Due Diligence Materials definition

Seller Due Diligence Materials has the meaning set forth in Section 4.1(c).
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Seller Due Diligence Materials means the Reports, the Property Information and all other documents and materials provided or otherwise made available by Seller to Purchaser in the E-Room or pursuant to Section 3.1 and the other provisions of this Agreement or otherwise, together with any copies or reproductions of such documents or materials, or any summaries, abstracts, compilations, or other analyses made by Purchaser based on the information in such documents or materials.
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Seller Due Diligence Materials has the meaning set forth in Section 4.1(c) of this Agreement.
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Examples of Seller Due Diligence Materials in a sentence

  • In connection with Buyer's Due Diligence Activities, Seller has delivered or will deliver to Buyer various documents, reports and materials (collectively, the "Seller Due Diligence Materials").

  • Seller and Purchaser shall keep confidential and not make any public announcement or disclose to any Person the existence or any terms of this Agreement or any information disclosed by the Inspections or in the Seller Due Diligence Materials, the Purchaser Due Diligence Reports or any other documents, materials, data or other information with respect to the Property or the Business which is not generally known to the public (the “Confidential Information”).

  • The Seller Due Diligence Materials sets forth a correct “pace report” of all group Bookings for the ninety (90) days following the date of such “pace report,” which group “pace report” shall be updated at Closing and made available to Purchaser at the Hotel.

  • Except as set forth in the Seller Due Diligence Materials, Seller has not received any written notice of a violation of any Applicable Law with respect to the Property which have not been cured or dismissed.

  • Buyer’s obligation to deliver the Seller Due Diligence Materials and Buyer Due Diligence Materials to Seller pursuant to this Section 5.5 shall survive the termination of this Agreement.

  • Except as set forth in the Seller Due Diligence Materials, Seller has good and valid title to all tangible Personal Property, which shall be free and clear of all liens and encumbrances as of the Closing.

  • Except for the employment agreements set forth in the Seller Due Diligence Materials (the “Employment Agreements”), Seller is not a party to any written employment or compensation agreements with any of the Employees, other than the Retained Employees.

  • Except as set forth in the Seller Due Diligence Materials, Seller has not received any written notice from any Governmental Authority or other Person of (i) any violation, suspension, revocation or non-renewal of any Licenses and Permits with respect to the Property or the Business that has not been cured or dismissed, or (ii) any failure by Seller to obtain any Licenses and Permits required for the Property or the Business that has not been cured or dismissed.

  • Except as set forth in the Seller Due Diligence Materials, Seller has not received any written notice or written claim of any violation of any declaration of covenants, conditions or restrictions or other similar agreement recorded against the Real Property.

  • The Seller Due Diligence Materials set forth a correct and complete list of the Tenant Leases, and Seller has made available to Purchaser a true and complete copy of the Tenant Leases.


More Definitions of Seller Due Diligence Materials

Seller Due Diligence Materials means all documents and materials provided by Seller to Purchaser pursuant to the Letter of Intent and prior to the Effective Date, together with any copies or reproductions of such documents or materials.
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Seller Due Diligence Materials means all materials Seller delivers to Buyer in connection with its Inspections hereunder, provided, however that Seller shall have no obligation to make available or deliver to Buyer (x) any reports or studies that have been superseded by subsequent reports or studies, and (y) any of the following proprietary materials: (1) information contained in Seller’s financial analyses or projections or other internal documents relating to the Property, including any valuation documents, (2) material which is subject to attorney-client privilege or which is attorney work product, (3) appraisal reports or letters, and (4) material which Seller is legally required not to disclose.
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Seller Due Diligence Materials has the meaning set forth in Section 8.14(b)(i).
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Related to Seller Due Diligence Materials

  • Due Diligence Materials means the information to be provided by Seller to Purchaser pursuant to the provisions of Section 4.1 hereof.

  • Due Diligence Information means any information supplied to the Supplier by or on behalf of the Customer prior to the Call Off Commencement Date;

  • Due Diligence Review means the performance by Buyer of any or all of the reviews permitted under Section 44 hereof with respect to any or all of the Loans or Seller or related parties, as desired by Buyer from time to time.

  • Due Diligence Period has the meaning set forth in Section 4.1(a).

  • Due Diligence Fee means a payment of an annual fee equal to $800 due upon the date of this Agreement and $500 due upon each anniversary thereof so long as any Advance is outstanding or available hereunder.

  • Due Diligence Request means the due diligence request letter from Xxxxxxx and Xxxxxx LLP, counsel to the Purchasers, dated July 25, 2018.

  • Due Diligence Examination shall have the meaning set forth in Section 3.2.

  • Buyer’s Representatives has the meaning set forth in Section 6.02.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Due Diligence Service Provider As defined in Section 12.13(l) of this Agreement.

  • Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.

  • Buyer Representatives has the meaning set forth in Section 4(e).

  • Buyer Data means all data, records, files, information or content, including text, sound, video, images and software, that is (a) input or uploaded by Buyer or its Users to or collected, received, transmitted, processed, or stored by Buyer or its Users using the Software or SaaS Service in connection with this Agreement, or (b) derived from (a). Buyer Data is Confidential Information of Buyer.

  • Study Materials means all the materials and information created for the Study, or required to be submitted to the Sponsor including all data, results, Biological Samples, Case Report Forms (or their equivalent) in whatever form held, conclusions, discoveries, inventions, know-how and the like, whether patentable or not, relating to the Study, which are discovered or developed as a result of the Study, but excluding the Institution’s ordinary patient records.

  • Seller Use means fuel used for gas compression, LPG plants and LNG plants, other gas needed by Seller's facilities to furnish the requirements of Buyers, together with unaccounted for gas. This gas shall be considered included in Priority of Service Category 1. Other vital uses of Seller, such as flame stabilization requirements, will be met as long as such uses do not jeopardize service to its firm service Buyers.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Seller Representatives has the meaning set forth in Section 5.8(a).

  • Background Material means any pre-existing works in which the Intellectual Property Rights are owned by either Party, which have been prepared by that Party outside the scope of this Agreement or which were licensed from a third party by that Party.”

  • Purchaser Deliverables has the meaning set forth in Section 2.2(b).

  • Seller has the meaning set forth in the preamble.

  • Sellers has the meaning set forth in the preamble.

  • Due Diligence At any time prior to the Closing Date, the Underwriters have the right to inspect the Asset Files and the related loan origination procedures and to confirm the existence of the related manufactured homes or mortgaged properties to ensure conformity with the Final Prospectus and the Prospectus Supplement.

  • Seller Ancillary Documents means all agreements, instruments and documents being or to be executed and delivered by Seller or any of its Affiliates under this Agreement or in connection herewith.

  • Buyer has the meaning set forth in the preamble.

  • Company Material Contract has the meaning set forth in Section 3.15(a).