VEDC definition
Examples of VEDC in a sentence
INTERESTED PARTY further understands that VEDC shall be free to establish and change any process or procedure with respect to a Sale as VEDC in its sole discretion shall determine (including, without limitation, negotiating with any other party and entering into a Sale Agreement with any other party without prior notice to INTERESTED PARTY or any other person).
INTERESTED PARTY understands that VEDC, Keen, and their respective Representatives have not agreed to pay any brokerage commissions, finder’s fee or other compensation to any INTERESTED PARTY broker, finder or agent in connection with INTERESTED PARTY’s possible Sale.
INTERESTED PARTY acknowledges that it will not look to VEDC and/or Keen and their respective Representatives for the payment of any fee or commission.
VEDC and INTERESTED PARTY further acknowledge that no such termination will affect their obligations of Confidentiality hereunder or those of their Representatives, all of which obligations shall continue in effect for the term of this Agreement.
Notwithstanding anything in this Agreement to the contrary, INTERESTED PARTY and its Representatives may disclose Confidential Information without notice, a protective order or other remedy where disclosure is in connection with a routine audit or examination by, or a document request from, a regulatory or self-regulatory authority, bank examiner or auditor that does not reference the VEDC or the Sale.
Upon written request by VEDC, In agrees to promptly destroy or return to the VEDC, at INTERESTED PARTY’s option, all Confidential Information, and to confirm in writing (e-mail being sufficient) that all such material has been either returned or destroyed in compliance with this Agreement.
VEDC, for the sole purpose of potentially consummating a Sale, wishes to disclose to INTERESTED PARTY certain written and/or oral confidential and proprietary information relating to the Portfolio and, potentially, to engage in confidential discussions pertaining to the prospective Sale.
INTERESTED PARTY agrees that no contract or agreement providing for any Sale shall be deemed to exist between INTERESTED PARTY and VEDC unless and until INTERESTED PARTY and VEDC execute and deliver a final definitive agreement relating thereto (a “Sale Agreement”), and INTERESTED PARTY hereby waives, in advance, any claims (including, without limitation, breach of contract) in connection with any Sale unless and until INTERESTED PARTY and VEDC shall have executed and delivered a Sale Agreement.
INTERESTED PARTY understands and agrees that, except pursuant to a Sale Agreement, neither VEDC, Keen nor any of their respective Representatives (i) have made or make any representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information or (ii) shall have any liability whatsoever to INTERESTED PARTY or any of INTERESTED PARTY’s Representatives relating to or resulting from the use of the Confidential Information or any errors therein or omissions therefrom.
INTERESTED PARTY also agrees that unless and until INTERESTED PARTY and VEDC shall have executed and delivered a Sale Agreement, neither INTERESTED PARTY nor VEDC will be under any legal obligation of any kind whatsoever with respect to a Sale by virtue of this Agreement except for the matters specifically agreed to herein.