Common use of Absence of Certain Changes, Events and Conditions Clause in Contracts

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (MassRoots, Inc.), Stock Purchase Agreement (R F Industries LTD), Employment Agreement (R F Industries LTD)

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Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, except as set forth on Section 3.08 of the Disclosure Schedules, there has not been, with respect to the Company, any:

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Aaon, Inc.), Membership Interest Purchase Agreement (Aaon, Inc.), Membership Interest Purchase Agreement (Aaon, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.8 of the Company Disclosure SchedulesSchedules or in accordance with Section 5.1(b) hereof, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 3 contracts

Samples: Merger Agreement (Aytu Bioscience, Inc), Merger Agreement (Aytu Bioscience, Inc), Merger Agreement (AtriCure, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 4.06 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, been any:

Appears in 3 contracts

Samples: Asset Purchase Agreement (VOXX International Corp), Asset Purchase Agreement (VOXX International Corp), Asset Purchase Agreement (Kirby Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 4.06 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, been any:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Super League Gaming, Inc.), Asset Purchase Agreement (General Finance CORP)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, except as expressly contemplated by this Agreement and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Escalon Medical Corp), Stock Purchase Agreement (ERBA Diagnostics, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than (i) in the ordinary course of business consistent with past practice, (ii) as set forth on Section 3.10 of the Disclosure Schedules, or (iii) in furtherance of this Agreement, there has not been, with respect to the Company, any:

Appears in 2 contracts

Samples: Share Purchase Agreement (Eyegate Pharmaceuticals Inc), Stock Purchase Agreement (Eyegate Pharmaceuticals Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.09 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the any Company, any:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (United Insurance Holdings Corp.), Agreement and Plan of Merger (United Insurance Holdings Corp.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice or as set forth in Section 2.08 of the Disclosure Schedules, there has not been, with respect to the CompanyCompany or any of its Subsidiaries, any:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lithia Motors Inc), Stock Purchase Agreement (Lithia Motors Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 4.08 of the Disclosure SchedulesSchedule, since between the Interim Balance Sheet DateDate and the date of this Agreement, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany or any of its Subsidiaries, any:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (PCF 1, LLC), Agreement and Plan of Merger (Neulion, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 3.07 of the Company Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Abeona Therapeutics Inc.), Agreement and Plan of Merger (Abeona Therapeutics Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, except as set forth on Section 3.07 of the Disclosure Schedules there has not been, with respect to either of the CompanyAcquired Companies, any:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Air Industries Group), Stock Purchase Agreement (Cpi Aerostructures Inc)

Absence of Certain Changes, Events and Conditions. Except Since the Balance Sheet Date and except as set forth disclosed in Section 3.08 4.06 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, been any:

Appears in 2 contracts

Samples: Master Purchase Agreement (Emcore Corp), Master Purchase Agreement (Emcore Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 of the Disclosure Schedules, Disclosures Schedules and since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyTarget Company Group, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Meridian Bioscience Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice or as set forth in Section 3.07 of the Disclosure Schedules, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Iteris, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to any of the CompanyGroup Companies, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Hudson Global, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice or as set forth on Section 4.07 of the Company’s Disclosure Schedules, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Securities Purchase Agreement (Athena Bitcoin Global)

Absence of Certain Changes, Events and Conditions. Except Since the Balance Sheet Date, except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Digirad Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.07 of the Disclosure SchedulesSchedule, since the Balance Sheet Date, and other than in the ordinary course Ordinary Course of business Business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Gse Systems Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 4.09 of the Disclosure Schedules, since the Balance Sheet Date, Enterprises and other than the Company have conducted their respective businesses only in the ordinary course of business consistent with past practice, practice and there has not been, with respect to Enterprises or the Company, any:

Appears in 1 contract

Samples: Merger Agreement (Douglas Dynamics, Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Company Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (SRAX, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 4.06 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course Ordinary Course of business consistent with past practice, there has not beenBusiness, with respect to the Company, Company there has not been any:

Appears in 1 contract

Samples: Securities Purchase Agreement (Upexi, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Employment Agreement (LIVE VENTURES Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet DateFebruary 6, 2015, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany or any Subsidiary, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Good Times Restaurants Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.07 of the Disclosure SchedulesSchedule, since the Balance Sheet Date, and other than in the ordinary course Ordinary Course of business Business consistent with past practice, there has not been, with respect to the CompanyCompany or DP-NXA, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Gse Systems Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 on Schedule 3.8 of the Company Disclosure SchedulesSchedule, since the Balance Sheet DateDate and prior to the date of this Agreement, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany or any of its Company Subsidiaries, any:

Appears in 1 contract

Samples: Equity Purchase Agreement (Asure Software Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany or any Subsidiary, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Northwest Pipe Co)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 3.8 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany and any its Subsidiaries, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quality Systems, Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 4.07 of the Disclosure SchedulesLetter, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Limbach Holdings, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.8 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Merger Agreement (AtriCure, Inc.)

Absence of Certain Changes, Events and Conditions. (a) Except as set forth in on Section 3.08 of the Disclosure Disclosures Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Sunworks, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 Since the date of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice and except as set forth in Section 2.08 of the Disclosure Schedules, there has not been, with respect to the CompanyCorporation, any:

Appears in 1 contract

Samples: Share Purchase Agreement (Flora Growth Corp.)

Absence of Certain Changes, Events and Conditions. Except Since the Balance Sheet Date, except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, Schedules and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, except as otherwise set forth in Section 3.07 of the Disclosure Schedule and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Wavedancer, Inc.)

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Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 of the Company Disclosure SchedulesLetter, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the CompanyCompany or its Subsidiaries, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lime Energy Co.)

Absence of Certain Changes, Events and Conditions. Except Since the Interim Balance Sheet Date, and except as set forth indicated in Section 3.08 3.10 of the Disclosure Schedules, since the Balance Sheet DateSchedule, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Eyegate Pharmaceuticals Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Scheduleson Schedule 3.8, since Since the Balance Sheet Date, and (i) other than in the ordinary course of business consistent with past practicepractice and (ii) except as otherwise contemplated herein, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (GigCapital2, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth described in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the either Company, any:

Appears in 1 contract

Samples: Unit Purchase Agreement (Myers Industries Inc)

Absence of Certain Changes, Events and Conditions. Except Since the Balance Sheet Date, and except as set forth in on Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice or in connection with the Pre-Closing Transactions, there has not been, with respect to the CompanyCompany or PTC, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Northwest Pipe Co)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 3.09 of the Disclosure SchedulesSchedule, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ceco Environmental Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than the business of the Company has been conducted in the ordinary course of business consistent with past practice, and there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Unitil Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in on Section 3.08 3.07 of the Disclosure SchedulesSchedule, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Gse Systems Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, or as set forth on Section 3.07(a) of the Disclosure Schedules, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Securities Purchase Agreement (First Light Acquisition Group, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth described in Section 3.08 4.06 of the Disclosure SchedulesSchedule, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, been any:

Appears in 1 contract

Samples: Asset Purchase Agreement (Myers Industries Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than the business of the Company has been conducted in the ordinary course of business consistent with past practice, and there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Olympic Steel Inc)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of Since the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course Ordinary Course of business consistent with past practice, there has not beenBusiness, with respect to the Company, Company there has not been any: Except as set forth in Section 4.06 of the Disclosure Schedules:

Appears in 1 contract

Samples: Securities Purchase Agreement (Upexi, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Interim Balance Sheet Date, and (except as set forth in Section 3.08(x)) other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (R F Industries LTD)

Absence of Certain Changes, Events and Conditions. Except in the ordinary course of business consistent with past practice or as otherwise set forth in on Section 3.08 4.07 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Intellinetics, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth disclosed in Section 3.08 4.09 of the Disclosure SchedulesSchedule, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the any Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Meridian Bioscience Inc)

Absence of Certain Changes, Events and Conditions. Except Since the Interim Balance Sheet Date, except as set forth listed in Section 3.08 of the Disclosure Schedules, since the Balance Sheet DateSchedule, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Asure Software Inc)

Absence of Certain Changes, Events and Conditions. Except Since the Balance Sheet Date, and other than as set forth in Section 3.08 of the Disclosure Schedules, since the Balance Sheet Date, and other than Schedules or in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (OptimizeRx Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since the Interim Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (Turning Point Brands, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, except as contemplated by the Taxable Distribution Transaction or as set forth in Section 3.08 of the Disclosure Schedules, there has not been, with respect to the Companyany Company Entity, any:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aegion Corp)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 3.06 of the Disclosure Schedules, since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practice, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Asset Purchase Agreement (Aspen Group, Inc.)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 of the Disclosure Schedules, since Since the Balance Sheet Date, and other than in the ordinary course of business consistent with past practicepractice and/or except as disclosed in Schedule 2.16 of the Disclosure Schedules, there has not been, with respect to the Company, any:

Appears in 1 contract

Samples: Stock Purchase Agreement (EV Energy Partners, LP)

Absence of Certain Changes, Events and Conditions. Except as set forth in Section 3.08 3.8 of the Company Disclosure Schedules, since the Balance Sheet Date, and other than in connection with the ordinary course of business consistent with past practicetransactions contemplated by the Transaction Documents or in the Ordinary Course, there has not beenbeen any of the following, with respect to the Company, any:

Appears in 1 contract

Samples: Share Purchase Agreement (Inpixon)

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