Documents Reviewed -Transaction Documents Clause Samples

The 'Documents Reviewed—Transaction Documents' clause defines which transaction-related documents have been examined and considered as part of the agreement process. Typically, this clause lists or references specific contracts, agreements, or legal instruments that the parties have reviewed, such as purchase agreements, loan documents, or disclosure statements. By clearly identifying the documents reviewed, this clause ensures that all parties are aware of the materials forming the basis of their understanding and agreement, thereby reducing the risk of misunderstandings or disputes over what information was considered during negotiations.
Documents Reviewed -Transaction Documents. As counsel to Buyer, we have reviewed the following documents and instruments (collectively, the "Transaction Documents"):
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Documents Reviewed -Transaction Documents. As counsel to Seller, we have reviewed the following documents and instruments (collectively, the ‘‘Transac- tion Documents’’): (i) the Agreement; (ii) the ▇▇▇▇ of Sale and Assignment; (iii) the Assignment and Assumption Agreement; (iv) the deeds, lease assignments and purchase option assignments required by Section 2.7 of the Agreement; (v) the Employment Agreements; (vi) the Assignment of Intellectual Property Assets; (vii) the Noncompetition Agreements; (viii) the Nondisclosure Agreement; (ix) the Earnout Agreement; and (x) [list other Transaction Documents].
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Documents Reviewed -Transaction Documents. As counsel to Buyer, we have reviewed the following documents and instruments (collectively, the ‘‘Transac- tion Documents’’): (i) the Agreement; (ii) the Escrow Agreement; (iii) the Promissory Note; (iv) [list other Transaction Documents].
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Documents Reviewed -Transaction Documents. As counsel to Seller, we have reviewed the following documents and instruments (collectively, the "Transaction Documents"): (i) the Agreement; (ii) the Bill of Sale and Assignment and ▇▇▇umption Agreement; (iii) the Services Agreement (together with the form of Interim System Management Agreement attached thereto); and (iv) any additional documents and instruments to be delivered by Seller or USACA at the Closing.
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Related to Documents Reviewed -Transaction Documents

  • Acquisition Documents (a) Borrowers and Guarantors have delivered, or caused to be delivered, to Agent, true, correct and complete copies of the Acquisition Documents. (b) The Acquisition Documents set forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby. (c) None of the Acquisition Documents have been amended or otherwise modified without the prior written consent of Agent. (d) The execution, delivery and performance of the Acquisition Documents have been duly authorized by all necessary action on the part of Parent and each of its Subsidiaries that is a party thereto and to the best of the knowledge of Borrowers and Guarantors, each other party thereto. Each of the Acquisition Documents is the legal, valid and binding obligation of the parties thereto, enforceable against such party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, liquidation or other similar laws affecting creditors' rights generally. All actions taken by Parent and its Subsidiaries pursuant or in connection with the purchase of the TUG Acquisition Assets and the Capital Stock of TUG NY, Clare, FMI Blocker, FMI Holdco and Sea Master Hong Kong have been taken in compliance with the terms of the Acquisition Documents. (e) No party to any of the Acquisition Documents is in default with respect to any of its obligations under such Acquisition Documents in any material respect and all representations and warranties made by the parties thereto in the Acquisition Documents and in the certificates delivered in connection therewith are true and correct as of the date hereof, except as waived in writing with the approval of Agent. The reports, financial statements, certificates and other written information with respect to the purchase of the TUG Acquisition Assets and the Capital Stock of TUG NY, Clare, FMI Blocker, FMI Holdco and Sea Master Hong Kong in connection with the Acquisition Documents, furnished to Agent by Borrowers, taken as a whole (as modified or supplemented by other written information so furnished), do not contain any material misstatement of fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which it was made, not misleading.

  • Other Transaction Documents Each representation and warranty made by the Servicer under each other Transaction Document to which it is a party (including, without limitation, the Purchase and Sale Agreement) is true and correct in all material respects as of the date when made.

  • Formation Documents With respect to the Issuing Entity, the Certificate of Trust and the Trust Agreement, (ii) with respect to the Grantor Trust, the Grantor Trust Certificate of Trust and the Grantor Trust Agreement, and (iii) with respect to the Depositor, the certificate of formation of the Depositor filed in Delaware, dated as of January 4, 2019 and the amended and restated limited liability company agreement of the Depositor, dated as of March 27, 2019, made by the Sponsor, as member.

  • Description of the Transaction Documents The Transaction Documents will conform in all material respects to the respective statements relating thereto contained in the Offering Memorandum.

  • Transaction Agreements Except as expressly set forth herein, this Agreement is not intended to address, and should not be interpreted to address, the matters specifically and expressly covered by the other Transaction Agreements.