XNY Disclosure Schedule definition

XNY Disclosure Schedule means the disclosure schedule dated as of the date of this Agreement attached as Exhibit A to this Agreement.

Examples of XNY Disclosure Schedule in a sentence

  • Except as set forth in Section 3.27 of the XNY Disclosure Schedule, XNY (i) does not have any outstanding Indebtedness or payment liabilities and (ii) is not in violation of any term of or is in default under any Contract relating to any Indebtedness.

  • Except for this Agreement, the Divestiture Agreement, agreements with NYSE, and the Contracts set forth on Section 3.12 of the XNY Disclosure Schedule, all Contracts to which XNY is a party shall have been terminated as of the Closing Date, with no payment from, or obligations or liabilities of, XNY and Xiniya Holding, outstanding as of the Closing Date.

  • The Seller acknowledges having received and reviewed the reports filed with and furnished to the SEC by XNY and acknowledges that any information contained therein is deemed disclosed by XNY for purposes of the XNY Disclosure Schedule as well as any other disclosures required hereunder.

  • The ADSs are listed on NYSE under the symbol “XNY.” Except as set forth in Section 3.21 of the XNY Disclosure Schedule, XNY is in compliance of the relevant listing requirements of NYSE, and XNY has not, in the twelve (12) months preceding the date hereof, received notice (written or oral) from NYSE to the effect that XNY is not in compliance with the listing or maintenance requirements of NYSE.

  • Except as set forth in Section 3.6 of the XNY Disclosure Schedule, no consent is required by any Person pursuant to any Contract to which XNY is a party or any Governmental Authority (other than NYSE), in connection with the execution, delivery and performance by XNY of this Agreement, or the consummation of the Transactions.

  • Except as set forth in Section 3.8 of the XNY Disclosure Schedule, as of the date of this Agreement, (a) there are no Proceedings by any Governmental Authority or other Person pending or, to the knowledge of XNY, threatened against XNY, and (b) there are no outstanding or unsatisfied judgments, orders, decrees or stipulations to which XNY is a party.

  • Except as set forth in Section 3.5 of the XNY Disclosure Schedule, XNY does not have outstanding any options, script rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or has not entered into any agreement giving any Person any right to subscribe for or acquire, any Ordinary Shares, or securities or rights convertible or exchangeable into Ordinary Shares.

  • Section 3.2 of the XNY Disclosure Schedule lists all of the Subsidiaries of XNY.

Related to XNY Disclosure Schedule

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

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

  • 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.

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

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

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

  • 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.

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

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

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

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

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

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

  • 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.

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

  • 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.

  • Previously Disclosed means information set forth or incorporated in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the Securities and Exchange Commission (the “SEC”) prior to the Signing Date (the “Last Fiscal Year”) or in its other reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) on or after the last day of the Last Fiscal Year and prior to the Signing Date.

  • Fairly Disclosed means fairly disclosed in sufficient detail to enable the Buyer to identify and assess the nature and scope of the matter disclosed;

  • Schedule of Exceptions shall have the meaning set forth in Section 5, and is attached hereto as Exhibit C.

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

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

  • 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;