Absence of Notices Sample Clauses

Absence of Notices. Except as disclosed on Schedule 2.13, Seller has not received any written notice, and Seller has no Knowledge, that (a) any vendor or supplier of the Facilities or the Business intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Facilities or the Business, either as a result of the transactions contemplated hereby or otherwise that would result in a Material Adverse Change, or (b) any federal, state, county, municipal or other Governmental Authority is alleging any fire, health, safety, building, pollution, environmental, zoning or other violation of Applicable Law, including, without limitation, applicable health care licensure laws or violations under the Licenses, with respect to any Facility or any part thereof, which has not been corrected.
Sample 1
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Absence of Notices. No Seller has received any written notice of, or to the Sellers’ knowledge any oral notice of, or has any knowledge, that any material supplier of any Seller intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with any Facility as a result of the transaction contemplated hereby or otherwise.
Sample 1Sample 2
Absence of Notices. Seller has not received any written notice, and has no knowledge, that any federal, state, county, municipal or other Governmental Authority is alleging any fire, health, safety, building, pollution, environmental, zoning or other violation of Applicable Law, including, without limitation, applicable health care licensure laws or violations under the Licenses, with respect to the Facility or any part thereof.
Sample 1
Absence of Notices. Except as would not result in a change, event or effect that is materially adverse to the business, financial condition or prospects of the Facilities taken as a whole, Sellers have not received any written notice within the past twelve (12) months that: (i) any supplier of a Seller intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Facilities; or (ii) any of the employees at the Facilities intends to terminate his or her employment, in either case on account of the transactions contemplated hereby.
Sample 1
Absence of Notices. Seller has not received any written notice, and has no knowledge, that (a) any customer or supplier of Seller intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Facility, either as a result of the transaction contemplated hereby or otherwise or (b) any federal, state, county, municipal or other Governmental Authority is alleging any fire, health, safety, building, pollution, environmental, zoning or other violation of Applicable Law, including, without limitation, applicable health care licensure laws or violations under the Licenses, with respect to the Facility or any part thereof.
Sample 1
Absence of Notices. Seller has not received any written notice, and has no Knowledge, that (a) any customer or supplier of Tenant intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Facility, either as a result of the transaction contemplated hereby or otherwise or (b) any federal, state, county, municipal or other Governmental Authority is alleging any fire, health, safety, building, pollution, environmental, zoning or other violation of Applicable Law with respect to the Facility or any part thereof.
Sample 1
Absence of Notices. Except as disclosed in Section 2.16 of the Company Disclosure Letter, the Company has not received any written notice, and has no Knowledge, that any material customer or supplier of the Company intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Company, its Subsidiaries or the Company Facilities as a result of the transaction contemplated hereby or otherwise.
Sample 1
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Absence of Notices. Except as disclosed in Section 3.12 of the Parent Disclosure Letter, Parent has not received any written notice, and has no Knowledge, that any material customer or supplier of Parent intends to discontinue, substantially alter prices or terms to, or significantly diminish its relationship with the Parent, its Subsidiaries or the Parent Facilities as a result of the transaction contemplated hereby or otherwise.
Sample 1

Related to Absence of Notices

  • Absence of Legal Proceedings The absence of any action, suit, investigation or proceeding pending in any court or before any arbitrator or governmental instrumentality which could reasonably be expected to have a Material Adverse Effect.

  • Absence of Reliance In signing this Agreement, you are not relying upon any promises or representations made by anyone at or on behalf of the Company.

  • Absence of Control It is the intent of the parties to this Agreement that in no event shall the Purchasers, by reason of any of the Transaction Documents, be deemed to control, directly or indirectly, the Company, and the Purchasers shall not exercise, or be deemed to exercise, directly or indirectly, a controlling influence over the management or policies of the Company.

  • Absence of Changes Since the Balance Sheet Date, except as set forth on Schedule 5.25, there has not been:

  • Absence of Liens The property and assets that the Company owns are free and clear of all mortgages, deeds of trust, liens, loans and encumbrances, except for statutory liens for the payment of current taxes that are not yet delinquent and encumbrances and liens that arise in the ordinary course of business and do not materially impair the Company’s ownership or use of such property or assets. With respect to the property and assets it leases, the Company is in compliance with such leases and, to its knowledge, holds a valid leasehold interest free of any liens, claims or encumbrances other than those of the lessors of such property or assets.

  • Absence of Proceedings There is no action, suit, proceeding, inquiry or investigation before or brought by any court or governmental agency or body, domestic or foreign, now pending, or, to the knowledge of the Company, threatened, against or affecting the Company or any subsidiary, which is required to be disclosed in the Registration Statement (other than as disclosed therein), or which might reasonably be expected to result in a Material Adverse Effect, or which might reasonably be expected to materially and adversely affect the properties or assets thereof or the consummation of the transactions contemplated in this Agreement or the performance by the Company of its obligations hereunder; the aggregate of all pending legal or governmental proceedings to which the Company or any subsidiary is a party or of which any of their respective property or assets is the subject which are not described in the Registration Statement, including ordinary routine litigation incidental to the business, could not reasonably be expected to result in a Material Adverse Effect.

  • Absence of Changes or Events (a) Since the date of the Balance Sheet, there has been no event, change, development, effect or circumstance that, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.

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