Fair Disclosure. A reference to information or a matter or circumstance being “fairly disclosed” means disclosure in writing in a manner such that the information, matter or circumstance would reasonably be expected to come to the knowledge of a diligent and reasonable purchaser, or any of its Representatives, in the ordinary course of carrying out a due diligence exercise in respect of the Pushpay Group and the Business, in sufficient detail such that a purchaser with experience in transactions of the nature of the Transaction can reasonably be expected to understand the nature, relevance and importance of the information, matter or circumstance.
Fair Disclosure. This Agreement, including the Disclosure Schedule and any certificate, instrument or other document that are exhibits to this Agreement by the Company, does not contain any misrepresentation of a material fact, and does not omit to state any material fact necessary to make the statements contained herein or therein (in the light of the circumstances under which such representations were or will be made or provided) not misleading. The Company has delivered or made available to Purchaser (or to any of its advisors and counsels) all documents listed in the Disclosure Schedule.
Fair Disclosure. The Seller has Fairly Disclosed accurate and complete copies of all written Material Agreements as of the Signing Date in their current version, including all amendments thereto.
Fair Disclosure. No representation or warranty by the Company in this Agreement or in any written statement or certificate furnished or to be furnished to the Investors pursuant to this Agreement contains or will contain any untrue statement of a material fact or omits or will omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances in which they are made, not misleading.
Fair Disclosure. Any matter fairly disclosed in any Schedule to this Agreement shall be deemed an exception for all other representations and warranties contained in this Agreement whether or not such other representations or warranties contain a reference to such Schedule.
Fair Disclosure. Any matter disclosed in any Schedule delivered prior to the execution of this Agreement (or after the execution of this Agreement with Buyer's consent, which consent shall not be unreasonably withheld) will be deemed an exception for all other representations and warranties contained in this Agreement whether or not such other representations, warranties or Schedules contain a reference to such Schedule, so long as it is reasonably apparent that such matter also applies to such other representations and warranties.
Fair Disclosure. Prior to the time when any person or entity becomes a Subscriber, the Community Solar Garden Operator will fairly disclose the future costs and benefits of the Subscription, and provide to the potential Subscriber a copy of this Contract. The Community Solar Garden Operator shall comply with all other requirements of the MPUC and applicable laws with respect to communications with Subscribers. N (Continued on Sheet No. 9-80) Date Filed: 09-30-13 By: Xxxxx X. Xxxxxx Effective Date: 09-17-14 President and CEO of Northern States Power Company, a Minnesota corporation Docket No. E002/M-13-867 Order Date: 09-17-14 S:\General-Offices-GO-01\PSF\RA\Rates\Current\Mn_elec\Me_9_079.doc STANDARD CONTRACT FOR SOLAR*REWARDS COMMUNITY (Continued) Section No. 9 Original Sheet No. 80
Fair Disclosure. All information disclosed by Seller or the Company to Purchaser is true, complete and not misleading and provides a fair and accurate picture of the business and financial situation of the Company. There is no material fact, which a reasonable purchaser would use for the assessment of the transactions under this Agreement, which has not been disclosed.
Fair Disclosure. The information set forth in each Section of the Schedules shall be deemed to provide the information contemplated by, or otherwise qualify, the representation and warranties of the Sellers set forth in the corresponding section or subsection of the agreement and any other representation of the Sellers, but only to the extent that it is reasonably apparent on the face of the Schedule that it applies to such other representation.
Fair Disclosure. To the Selling Shareholders’ Knowledge, the Disclosure Documents were compiled and made available by the Company from its books, records and other documentation in its possession in good faith and using reasonable care. The Selling Shareholders are not aware of any material inaccuracy or incompleteness of the Disclosure Documents.
