REVIEW OF CERTAIN DOCUMENTS Sample Clauses

The 'Review of Certain Documents' clause establishes the right or obligation for one party to examine specific documents related to the agreement. Typically, this clause outlines which documents are subject to review, the timeframe for access, and any confidentiality requirements that must be observed during the review process. Its core practical function is to ensure transparency and allow parties to verify compliance, accuracy, or other important details, thereby reducing the risk of misunderstandings or disputes.
REVIEW OF CERTAIN DOCUMENTS. The Portfolio will furnish the Company and Security Management, at least 10 business days prior to filing or first use, as the case may be, with drafts of its registration statement on Form N-1A (including amendments) and prospectus supplements or amendments. This advance review period may be waived with the consent of the Company and Security Management. The Portfolio will not make any written or oral representation about the Company, Security Distributors or Security Management without their prior written consent.
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REVIEW OF CERTAIN DOCUMENTS. AMR Trust will furnish to the Trust and Adviser, at least five business days prior to filing or first use, as the case may be, with a draft of any amendment or supplement to its Form N-1A registration statement to the extent that such document relates to any change in the investment practices of the Portfolio. AMR Trust will not make any written or oral representation about the Trust, Fund or Adviser without their prior written consent.
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REVIEW OF CERTAIN DOCUMENTS. The Portfolio will furnish the Company and USAA, at least 10 business days prior to filing or first use, as the case may be, with drafts of its registration statement on Form N-1A (including amendments). The Portfolio will not make any written or oral representation about the Company or USAA without their prior written consent.
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REVIEW OF CERTAIN DOCUMENTS. The Portfolio will furnish the Company and SCUDDER, at least 10 business days prior to filing or first use, as t▇▇ ▇▇▇▇ may be, with drafts of its registration statement on Form N-IA (including amendments). The Portfolio and the Adviser each agree that it will include in all material respects in such Portfolio documents any disclosures that may be required by applicable law, particularly those requested by the Company relating to the Company's or the Fund's status as a registered investment company, and it will include in all such Portfolio documents any material comments reasonably made by the Company or SCUDDER. The Company and SCUDDER will, however, in no way be liable f▇▇ ▇▇▇ errors or omission▇ ▇▇ ▇▇ch documents, whether or not they make any objection thereto, except to the extent such errors or omissions result from information provided by or (omitted to be provided) by the Company or SCUDDER. The Portfolio will not make any written or oral representati▇▇ ▇▇▇▇t the Company, the Fund or SCUDDER without the prior written consent of the affected party.
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REVIEW OF CERTAIN DOCUMENTS. The Company will furnish the Portfolio and BT, at least 10 business days prior to filing or first use, as the case may be, with drafts of its registration statement on Form N-lA (including amendments) and prospectus supplements or amendments relating to the Fund. The Company will furnish the Portfolio and BT with any proposed advertising or sales literature relating to the Fund at least 10 business days prior to filing or first use. These advance review periods may be waived with the consent of the Portfolio and BT. The Company agrees that it will include in all such Fund documents any disclosures that may be required by law, particularly those relating to BT's status as a bank, and it will include in all such Fund documents any material comments reasonably made by BT or the Portfolio. The Portfolio and BT will, however, in no way be liable for any errors or omissions in such documents, whether or not they make any objection thereto, except to the extent such errors or omissions result from information provided by BT or the Portfolio. The Company will not make any other written or oral representation about the Portfolio or BT without their prior written consent.
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Related to REVIEW OF CERTAIN DOCUMENTS

  • Amendment of Certain Documents Such Borrower will not amend or otherwise modify its Certificate of Formation or Articles of Association as the case may be, or operating agreement in any way which would have a Material Adverse Effect on such Borrower.

  • Modifications of Certain Documents The Borrower will not consent to any modification, supplement or waiver of (a) any of the provisions of any agreement, instrument or other document evidencing or relating to any Permitted Indebtedness that would result in such Permitted Indebtedness not meeting the requirements of the definition of “Permitted Indebtedness” set forth in Section 1.01 of this Agreement, unless following such amendment, modification or waiver, such Permitted Indebtedness would otherwise be permitted under Section 6.01, or (b) either of the Affiliate Agreement or the Custodian Agreement, unless such modification, supplement or waiver is not materially less favorable to the Borrower than could be obtained on an arm’s-length basis from unrelated third parties, in each case, without the prior consent of the Administrative Agent (with the approval of the Required Lenders). Without limiting the foregoing, the Borrower may, at any time and from time to time, without the consent of the Administrative Agent or the Required Lenders, freely amend, restate, terminate, or otherwise modify any documents, instruments and agreements evidencing, securing or relating to Indebtedness permitted pursuant to Section 6.01(d), including increases in the principal amount thereof, modifications to the advance rates and/or modifications to the interest rate, fees or other pricing terms so long as following any such action such Indebtedness continues to be permitted under Section 6.01(d).

  • Delivery of Certain Documents (i) Furnish to each Selling Holder and to any underwriter of such Registrable Securities an opinion of counsel for the Company (which opinion (in form, scope and substance) shall be reasonably satisfactory to the managing underwriters, if any, or, in the case of a non-underwritten offering, to the Selling Holders) addressed to each Selling Holder and any underwriter of such Registrable Securities and dated the date of the closing under the underwriting agreement (if any) (or if such offering is not underwritten, dated the effective date of the applicable registration statement) covering the matters customarily covered in opinions requested in sales of securities or underwritten offerings, (ii) in connection with an underwritten offering, furnish to each Selling Holder and any underwriter of such Registrable Securities a “cold comfort” and “bring-down” letter addressed to each Selling Holder and any underwriter of such Registrable Securities and signed by the independent public accountants who have audited the financial statements of the Company included in such registration statement, in each such case covering substantially the same matters with respect to such registration statement (and the prospectus included therein) as are customarily covered in accountants’ letters delivered to underwriters in underwritten public offerings of securities and such other matters as any Selling Holder may reasonably request and, in the case of such accountants’ letter, with respect to events subsequent to the date of such financial statements and (iii) cause such authorized officers of the Company to execute customary certificates as may be requested by any Selling Holder or any underwriter of such Registrable Securities;

  • Waiver of Certain Actions Company Stockholder hereby agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective successors (a) challenging the validity of, or seeking to enjoin or delay the operation of this Agreement or the Merger Agreement (including any claim seeking to enjoin or delay the consummation of the Offer or the Closing) or (b) alleging a breach of any duty of the Board (or aiding or abetting any such breach) in connection with the Merger Agreement, the Transactions, this Agreement or the transactions contemplated hereby.

  • Notice of Certain Matters (a) From the date hereof until the Closing, each Party shall promptly notify the other Parties of any occurrence of which it is aware that is reasonably likely to result in any of the conditions set forth in Article VI becoming incapable of being satisfied; provided, however, that any Party’s failure to give notice of any such occurrence as required pursuant to this Section 5.3(a) shall not be (i) deemed to be a breach of the covenant contained in this Section 5.3(a), but instead shall (if applicable) constitute only a breach of the applicable underlying representation, warranty, covenant or agreement, or (ii) taken into account in determining whether the conditions to Closing set forth in Article VI have been satisfied. (b) Without limitation to Section 5.3(a), if there occurs any facts, events or circumstances after the date hereof and before the Closing that constitutes a material breach of any representations or warranties of the Warrantors that are to be repeated at the Closing, the Warrantors shall promptly execute a certificate detailing such facts, events or circumstances and deliver such certificate to Orchid Asia, whereupon the Disclosure Schedule shall be deemed to have been updated with such facts, events or circumstances as set forth in such certificate (but such update shall be deemed to qualify only the representations and warranties (other than the Warrantor Fundamental Warranties) that are repeated at the Closing). Upon and after any such update to the Disclosure Schedule, (i) if the Warrantors acknowledge that such facts, events or circumstances are adverse to the interests of the Group Companies or Orchid Asia in a material respect, Orchid Asia shall be entitled to terminate this Agreement by written notice to the Company, and (ii) if Orchid Asia and the Warrantors, in their respective reasonable beliefs, disagree as to whether such facts, events or circumstances are adverse to the interests of the Group Companies or Orchid Asia in a material respect, Orchid Asia and the Warrantors shall consult with each other in good faith with a view to resolving such disagreement (including agreeing on any adjustments to the terms of the transactions contemplated hereby that may be necessary) as soon as reasonably practicable, provided, however, that, notwithstanding anything herein to the contrary, Orchid Asia (x) shall not be obligated to proceed with the Closing unless and until Orchid Asia and the Warrantors have resolved such disagreement through mutual consultation, and (y) shall be entitled to terminate this Agreement by written notice to the Company at any time after the Long Stop Date if the Closing shall not have occurred as of the Long Stop Date.