Absence of Certain Changes of Events. Except as described in the Company SEC Reports, since December 31, 2000, except with respect to the actions contemplated by this Agreement, the Company has conducted its business only in the ordinary course and in a manner consistent with past practice and, since such date, there has not been (i) any Material Adverse Effect on the Company, (ii) any damage, destruction or loss of assets of the Company or any of its Subsidiaries (whether or not covered by insurance) that has had or could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company, (iii) any material change by the Company in its accounting methods, principles or practices; (iv) any material revaluation by the Company or any of its Subsidiaries of any of its assets, including, without limitation, writing down the value of capitalized software or inventory or deferred tax assets or writing off notes or accounts receivable other than in the ordinary course of business; (v) any labor dispute or charge of unfair labor practice (other than routine individual grievances), which, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect on the Company, any activity or proceeding by a labor union or representative thereof to organize any employee of the Company or any of its Subsidiaries or any campaign being conducted to solicit authorization from employees to be represented by such labor union in each case which, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect on the Company; (vi) any waiver by the Company or any of its Subsidiaries of any rights of material value or (vii) any other action or event that would have required the consent of Parent pursuant to Section 6.1 had such action or event occurred after the date of this Agreement.
Absence of Certain Changes of Events. Except as set forth in this Agreement since the date of the Company balance sheet:
Absence of Certain Changes of Events. Except as set forth in the TARGET Disclosure Letter, (a) since December 31, 2006, there have been no events, changes or occurrences which have had, or are reasonably likely to have, individually or in the aggregate, a Material Adverse Effect on TARGET; and (b) TARGET has not taken any action, or failed to take any action, prior to the date of this Agreement, which action or failure, if taken after the date of this Agreement, would represent or result in a breach or violation of any of the covenants and agreements of TARGET provided in Article 7 hereof.
Absence of Certain Changes of Events. Except as set forth on Schedule 3.6 of the Disclosure Schedule, since June 30, 1995:
Absence of Certain Changes of Events. Except as described in the Parent SEC Reports, since December 31, 2000, except with respect to the actions contemplated by this Agreement, there has not been (i) any Material Adverse Effect on the Parent; (ii) any damage, destruction or loss of any assets (whether or not covered by insurance) of the Parent or any of its Subsidiaries that has had or could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Parent; or (iii) any other action or event that would have required the consent of the Company pursuant to Section 6.2 had such action or event occurred after the date of this Agreement.
Absence of Certain Changes of Events. Except as set forth in this Agreement since the date of the Company balance sheet for its most recently completed fiscal quarter in 1996:
Absence of Certain Changes of Events. Except as may be disclosed in the Reports, (i) since February 2, 2002 through the date of this Agreement, each of the Company and its Subsidiaries has conducted its respective business in the ordinary course consistent with its past practices and has not incurred any material liability, except in the ordinary course of its respective business consistent with its past practices and except which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Company or prevent the consummation of the Merger by the Outside Date; and (ii) since February 2, 2002 through the date of this Agreement, there has not been any change in the business, financial condition or results of operations of the Company and its Subsidiaries taken as a whole that has had or would reasonably be expected to have a Material Adverse Effect on the Company.
Absence of Certain Changes of Events. Except as described in the Parent SEC Reports, since the date of the most recent Parent Financial Statements, except with respect to the actions contemplated by this Agreement, there has not been (i) any Material Adverse Effect on Parent; (ii) any damage, destruction or loss (whether or not covered by insurance) that has had or could reasonably be expected to have a Material Adverse Effect on Parent; or (iii) any other action or event that would have required the consent of the Company pursuant to Section 6.2 had such action or event occurred after the date of this Agreement.
Absence of Certain Changes of Events. Except as described in the Company SEC Reports, since the date of the most recent Company Financial Statements, except with respect to the actions contemplated by this Agreement, the Company has conducted its business only in the ordinary course and in a manner consistent with past practice and, since such date, there has not been (i) any Material Adverse Effect on the Company, (ii) any damage, destruction or loss (whether or not covered by insurance) that has had or could reasonably be expected to have a Material Adverse Effect on the Company, (iii) any material change by the Company in its accounting methods, principles or practices; (iv) any material revaluation by the Company of any of its assets, including, without limitation, writing down the value of capitalized software or inventory or deferred tax assets or writing off notes or accounts receivable other than in the ordinary course of business; (v) any labor dispute or charge of unfair labor practice (other than routine individual grievances), any activity or proceeding by a labor union or representative thereof to organize any employee of the Company or any campaign being conducted to solicit authorization from employees to be represented by such labor union in each case which has had a Material Adverse Effect; (vi) any waiver by the Company of any rights of material value or (vii) any other action or event that would have required the consent of Company pursuant to Section 6.1 had such action or event occurred after the date of this Agreement.
Absence of Certain Changes of Events. Except as described in the Parent SEC Reports (as hereinafter defined) filed prior to the date hereof, since the date of the Parent Balance Sheet (as hereinafter defined), except with respect to the actions contemplated by this Agreement, the Parent has conducted its business only in the ordinary course and in a manner consistent with past practice and, since such date, there has not been (i) any Material Adverse Effect on the Parent or any development that could reasonably be expected to have a Material Adverse Effect on the Parent; (ii) any damage, destruction or loss (whether or not covered by insurance) on the Parent or any of its material subsidiaries that has had or could reasonably be expected to have a Material Adverse Effect on the Parent; (iii) any material change by the Parent or any of its material subsidiaries in its accounting methods, principles or practices; (iv) any material revaluation by the Parent or any of its material subsidiaries of any of its assets, including, without limitation, writing down the value of capitalized software or inventory or deferred tax assets or writing off notes or accounts receivable other than in the ordinary course of business; (v) any labor dispute or charge of unfair labor practice which could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on Parent, any activity or proceeding by a labor union or representative thereof to organize any employee of the Parent or any of its material subsidiaries or any campaign being conducted to solicit authorization from employees to be represented by such labor union; or (vi) any waiver by the Parent of any rights of material value. In this Agreement, the term "Material Adverse Effect" used in reference to the Parent and its subsidiaries means any event, change or effect materially adverse to the financial condition, assets, liabilities, results of operations or business of the Parent and its subsidiaries, taken as a whole, other than changes resulting solely from changes in general economic or computer industry conditions.
