Possession of Information Sample Clauses

Possession of Information. Black River acknowledges that (i) Xxxxxxx currently may have, and later may come into possession of, information with respect to the AEI Shares and AEI that is not known to Black River and that may be material to a decision to sell the AEI Shares (“Seller Excluded Information”), (ii) Black River has determined to sell the AEI Shares notwithstanding its lack of knowledge of the Seller Excluded Information and (iii) Xxxxxxx shall have no liability to Black River and Black River waives and releases any claims that it might have against Xxxxxxx whether under applicable securities laws or otherwise, with respect to the nondisclosure of Seller Excluded Information in connection with the transactions contemplated under this Agreement.
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Possession of Information. Purchaser acknowledges that (i) Sellers currently may have, and later may come into possession of, information with respect to the Transferred Shares or the Transferred Warrants, other ordinary shares in the capital of GPSI, GPSI’s future plans and the present or future valuation of the Transferred Shares or GPSI, in each case that is not known to Purchaser and that may be material to a decision to sell the Transferred Shares or the Transferred Warrants (the “Excluded Information”), (ii) Purchaser has determined to purchase the Transferred Shares and the Transferred Warrants notwithstanding its lack of knowledge of the Excluded Information and (iii) Sellers and their respective Affiliates shall have no liability to Purchaser, and Purchaser hereby waives and releases any claims that it might have against Sellers and their respective Affiliates, whether under applicable securities laws or otherwise, with respect to the nondisclosure of the Excluded Information in connection with the transactions contemplated under this Agreement.
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Possession of Information. AEI acknowledges that (i) D.E. Shaw currently may have, and later may come into possession of information with respect to the TGS ADRs that is not known to AEI and that may be material to a decision to acquire the TGS ADRs (the “X.X. Xxxx Excluded Information”), (ii) AEI has determined to acquire the TGS ADRs and exchange the AEI Shares notwithstanding its lack of knowledge of the X.X. Xxxx Excluded Information and (iii) D.E. Shaw shall not have any liability to AEI and AEI waives and releases any claims that it might have against D.E. Shaw whether under applicable securities Laws or otherwise, with respect to the nondisclosure of the X.X. Xxxx Excluded Information in connection with the Exchange.
Sample 1
Possession of Information. Goldman acknowledges that (i) Axxxxxx currently may have, and later may come into possession of, information with respect to the AEI Shares, other ordinary shares in the capital of AEI, AEI’s future plans and the present or future valuation of the AEI Shares that is not known to Goldman and that may be material to a decision to sell the AEI Shares (“Goldman Excluded Information”), (ii) Goldman has determined to sell the AEI Shares notwithstanding its lack of knowledge of the Goldman Excluded Information and (iii) Axxxxxx shall have no liability to Gxxxxxx, and Gxxxxxx waives and releases any claims that it might have against Axxxxxx whether under applicable securities laws or otherwise, with respect to the nondisclosure of Goldman Excluded Information in connection with the transactions contemplated under this Agreement.
Sample 1
Possession of Information. It acknowledges that (i) Axxxxxx currently may have, and later may come into possession of, information with respect to the AEI Shares, other ordinary shares in the capital of AEI, AEI’s future plans and the present or future valuation of the AEI Shares that is not known to it and that may be material to a decision to sell the AEI Shares (“Seller Excluded Information”), (ii) it has determined to sell the AEI Shares notwithstanding its lack of knowledge of the Seller Excluded Information and (iii) Axxxxxx shall have no liability to it, and it waives and releases any claims that it might have against Axxxxxx whether under applicable securities laws or otherwise, with respect to the nondisclosure of Seller Excluded Information in connection with the transactions contemplated under this Agreement.
Sample 1
Possession of Information. Axxxxxx acknowledges that (i) the Sxxx Sellers currently may have, and later may come into possession of, information with respect to the AEI Shares and AEI that is not known to Axxxxxx and that may be material to a decision to purchase the AEI Shares (“Purchaser Excluded Information”), (ii) Axxxxxx has determined to purchase the AEI Shares notwithstanding its lack of knowledge of the Purchaser Excluded Information and (iii) each Sxxx Seller shall have no liability to Axxxxxx, and Axxxxxx waives and releases any claims that it might have against the Sxxx Sellers whether under applicable securities laws or otherwise, with respect to the nondisclosure of Purchaser Excluded Information in connection with the transactions contemplated under this Agreement.
Sample 1
Possession of Information. Long has participated in, and is an integral part of, the operation of the business of Altair and, as a result, has or has access to all information concerning Altair that exists and is material to the decision of whether or not to invest in the Shares. In addition, Long has had an opportunity to ask questions and receive answers from other officers of Altair concerning Altair and the terms and conditions of an investment in Altair, and has received all information that Long believes is necessary or desirable in connection with an investment in Altair.
Sample 1
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Possession of Information. Each Target Group Company has in its possession or control sufficient records to enable it to determine the Taxation consequences for it of any Transaction or event entered into or occurring on or in the 7 years before Completion.
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Related to Possession of Information

  • Protection of Information E1 Data Protection Xxx X0 Official Secrets Acts 1911, 1989, Section 182 of the Finance Xxx 0000 E3 Confidentiality E4 Freedom of Information E5 Security of Confidential Information E6 Publicity, Media and Official Enquiries E7 Security E8 Intellectual Property Rights and Assigned Deliverables E9 Audit and the National Audit Office

  • Preservation of Information The Trustee shall preserve, in as current a form as is reasonably practicable, the names and addresses of Certificateholders contained in the most recent list furnished to the Trustee as provided in Section 7.14, and the names and addresses of Certificateholders received by the Trustee in its capacity as Registrar, if so acting. The Trustee may destroy any list furnished to it as provided in Section 7.14, upon receipt of a new list so furnished.

  • Provision of Information (a) For so long as any of the Certificates of any Series or Class are “restricted securities” within the meaning of Rule 144(a)(3) under the Act, each of the Depositor, the Master Servicer and the Trustee agree to cooperate with each other to provide to any Certificateholders, and to any prospective purchaser of Certificates designated by such holder, upon the request of such holder or prospective purchaser, any information required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Act. Any reasonable, out-of-pocket expenses incurred by the Trustee in providing such information shall be reimbursed by the Depositor.

  • Dissemination of Information The Borrower authorizes each Lender to disclose to any Participant or Purchaser or any other Person acquiring an interest in the Loan Documents by operation of law (each a "Transferee") and any prospective Transferee any and all information in such Lender's possession concerning the creditworthiness of the Borrower and its Subsidiaries, including without limitation any information contained in any Reports; provided that each Transferee and prospective Transferee agrees to be bound by Section 9.11 of this Agreement.

  • Return of Information Upon written request by the disclosing Party, all of the disclosing Party’s Confidential Information in whatever form shall be returned to the disclosing Party upon termination of this Agreement or destroyed with destruction certified by the receiving Party, without the receiving Party retaining copies thereof except that one copy of all such Confidential Information may be retained by a Party’s legal department for purposes of resolving any dispute that may arise hereunder or for complying with Applicable Law or the rules of any securities exchange applicable to the Party, and the receiving Party shall be entitled to retain any Confidential Information in electronic form stored on automatic computer back-up archiving systems during the period such backup or archived materials are retained under such Party’s customary procedures and policies; provided, however, that any Confidential Information retained by the receiving Party shall be maintained subject to confidentiality pursuant to the terms of this Section 8.6, and such archived or back-up Confidential Information shall not be accessed except as required by Applicable Law.

  • Termination of Information Rights The covenants set forth in Subsection 3.1 and Subsection 3.2 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Certificate of Incorporation, whichever event occurs first.

  • Supply of Information The Republic agrees to deliver or cause to be delivered to each Stock Exchange copies of such documents as may be reasonably required for the purpose of obtaining such listing.

  • Termination of Information and Inspection Covenants The covenants set forth in Sections 2.1 and 2.2 shall terminate as to Investors and be of no further force or effect when the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public is consummated or when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur.

  • Availability of Information To make DHCS PI and PII available to the DHCS and/or 15 COUNTY for purposes of oversight, inspection, amendment, and response to requests for records, 16 injunctions, judgments, and orders for production of DHCS PI and PII. If CONTRACTOR receives 17 DHCS PII, upon request by COUNTY and/or DHCS, CONTRACTOR shall provide COUNTY and/or 18 DHCS with a list of all employees, contractors and agents who have access to DHCS PII, including 19 employees, contractors and agents of its subcontractors and agents.

  • Accuracy of Information No information, exhibit or report furnished by the Borrower or any of its Subsidiaries to the Administrative Agent or to any Lender in connection with the negotiation of, or compliance with, the Loan Documents contained any material misstatement of fact or omitted to state a material fact or any fact necessary to make the statements contained therein not misleading.

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