Common use of Absence of Material Adverse Changes Clause in Contracts

Absence of Material Adverse Changes. Since December 31, 1997 there has not been any (a) Company Material Adverse Effect; (b) damage, destruction, or loss, not covered by insurance, that could reasonably be expected to have a Company Material Adverse Effect; (c) material change by the Company or any Subsidiary in accounting methods or principles used for financial reporting purposes, except as required by a change in applicable law or generally accepted accounting principles and concurred with by the Company's independent public accountants; or (d) agreement, whether in writing or otherwise, to take any action described or referenced in this Section 3.9.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medtronic Inc), Agreement and Plan of Merger (Sofamor Danek Group Inc)

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Absence of Material Adverse Changes. Since December 31, 1997 2014, there has not been any (a) Company Material Adverse Effect; (b) damage, destruction, or loss, not covered by insurance, that could reasonably be expected to have would constitute a Company Material Adverse Effect; or (c) material change by the Company or any Subsidiary in accounting methods or principles used for financial reporting purposes, except as required by a change in applicable law Law or generally accepted accounting principles GAAP and concurred with by the Company's independent public accountants; or (d) agreement, whether in writing or otherwise, to take any action described or referenced in this Section 3.9.

Appears in 2 contracts

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

Absence of Material Adverse Changes. Since December 31, 1997 1998 there has not been any (a) Company Material Adverse Effect; (b) damage, destruction, or loss, not covered by insurance, that could would, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect; or (c) material change by the Company or any Subsidiary in accounting methods or principles used for financial reporting purposes, except as required by a change in applicable law or generally accepted accounting principles and concurred with by the Company's independent public accountants; or (d) agreement, whether in writing or otherwise, to take any action described or referenced in this Section 3.9.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medtronic Inc), Agreement and Plan of Merger (Xomed Surgical Products Inc)

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Absence of Material Adverse Changes. Since Except as reflected in the Interim Financial Statements, since December 31, 1997 2010, there has not been any (a) Company Material Adverse Effect; (b) damage, destruction, or loss, not covered by insurance, that could reasonably be expected to have would constitute a Company Material Adverse Effect; or (c) material change by the Company or any Subsidiary in accounting methods or principles used for financial reporting purposes, except as required by a change in applicable law Law or generally accepted accounting principles GAAP and concurred with by the Company's ’s independent public accountants; or (d) agreement, whether in writing or otherwise, to take any action described or referenced in this Section 3.9.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rxi Pharmaceuticals Corp)

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