Common use of Absence of Material Changes Clause in Contracts

Absence of Material Changes. Subsequent to the respective dates as of which information is given in the Registration Statement and the Prospectus, (1) the Company and its subsidiaries have not incurred any material liability or obligation, direct or contingent, nor entered into any material transaction not in the ordinary course of business; (2) the Company has not purchased any of its outstanding capital stock, nor declared, paid or otherwise made any dividend or distribution of any kind on its capital stock other than ordinary and customary dividends; and (3) there has not been any material change in the capital stock, short-term debt or long-term debt of the Company and its subsidiaries, except in each case as described in the Prospectus.

Appears in 6 contracts

Samples: Terms Agreement (Exact Sciences Corp), Underwriting Agreement (Ace Cash Express Inc/Tx), Underwriting Agreement (St Paul Companies Inc /Mn/)

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Absence of Material Changes. Subsequent to the respective dates as of which information is given in each of the Registration Statement Statement, the Time of Sale Prospectus and the Prospectus, (1i) the Company and its subsidiaries have not incurred any material liability or obligation, direct or contingent, nor or entered into any material transaction not in the ordinary course of businesstransaction; (2ii) the Company has not purchased any of its outstanding capital stockshare capital, nor declared, paid or otherwise made any dividend or distribution of any kind on its capital stock other than ordinary and customary dividendsshare capital; and (3iii) there has not been any material change in the capital stockshare capital, short-term debt or long-term debt of the Company and its subsidiaries, except except, in the case of each case of clauses (i), (ii) and (iii) above, as described in each of the Registration Statement, the Time of Sale Prospectus and the Prospectus, respectively.

Appears in 1 contract

Samples: Hudson Ltd.

Absence of Material Changes. Subsequent to the respective dates as of which information is given in the Registration Statement and the Prospectus, (1a) the Company and its subsidiaries have not incurred any material liability or obligation, direct or contingent, nor or entered into any material transaction not in the ordinary course of business; (2b) the Company has not purchased any of its outstanding capital stock, nor or declared, paid or otherwise made any dividend or distribution of any kind on its capital stock other than ordinary and customary dividendsstock; and (3c) there has not been any material change in the capital stock, short-term debt or long-term debt of the Company and its subsidiaries, except in each case as described in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Nutri System Inc /De/)

Absence of Material Changes. Subsequent to the respective --------------------------- dates as of which information is given in the Registration Statement and the Prospectus, (1i) the Company and its subsidiaries have has not incurred any material liability or obligation, direct or contingent, nor entered into any material transaction not in the ordinary course of business; (2ii) the Company has not purchased any of its outstanding capital stock, nor declared, paid or otherwise made any dividend or distribution of any kind on its capital stock other than ordinary and customary dividends; and (3iii) there has not been any material change in the capital stock, short-term debt or long-term debt of the Company and its subsidiariesCompany, except in each case as described in the Prospectus.

Appears in 1 contract

Samples: Rainmaker Systems Inc

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Absence of Material Changes. Subsequent to the respective dates as of which information is given in the Registration Statement and the Prospectus, (1) the Company and its subsidiaries have not incurred any material liability or obligation, direct or contingent, nor or entered into any material transaction not in the ordinary course of business; (2) the Company has not purchased any of its outstanding capital stock, nor or declared, paid or otherwise made any dividend or distribution of any kind on its capital stock other than ordinary and customary dividends; and (3) there has not been any material change in the capital stockstock or other equity interests, short-term debt or long-term debt of the Company and its subsidiaries, except in each case as described in the Prospectus.

Appears in 1 contract

Samples: Friedmans Inc

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