Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q or Annual Report on Form 10-K, whichever is more recent, last filed prior to the date of this Agreement, no event which had a Material Adverse Effect shall have occurred which is not disclosed on any Schedule hereto or otherwise in writing to each of the Purchasers;
Appears in 8 contracts
Samples: Securities Purchase Agreement (Endocare Inc), Securities Purchase Agreement (Digital Courier Technologies Inc), Securities Purchase Agreement (Alliance Pharmaceutical Corp)
Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q or Annual Report on Form 10-K, whichever is more recent, last filed prior to the date of this Agreement, no event which had a Material Adverse Effect shall have occurred which is not disclosed on any Schedule hereto or otherwise (for purposes hereof, changes in writing to each the market price of the PurchasersCommon Stock may be considered in determining whether there has occurred an event which has had a Material Adverse Effect);
Appears in 5 contracts
Samples: Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Endocare Inc)
Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q or Q, Annual Report on Form 10-K, or latest Current Report on Form 8-K,whichever is more recent, last filed prior to the date of this Agreement, no event which has had or could reasonably be expected to have a Material Adverse Effect or a material adverse effect on the execution and delivery of, and the performance and compliance with, the Agreements shall have occurred which is not disclosed on any Schedule hereto or otherwise in writing to each of the Purchasers;occurred.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Spectrx Inc), Stock Purchase Agreement (Spectrx Inc)
Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q or Q, Annual Report on Form 10-K, or latest Current Report on Form 8-K,whichever is more recent, last filed prior to the date of this Agreement, no event which has had or could reasonably be expected to have a Material Adverse Effect shall have occurred which is has not been disclosed on any Schedule hereto or otherwise in writing to each of the Purchasers;Purchasers and the Placement Agent.
Appears in 1 contract
Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q QSB or Annual Report on Form 10-KKSB, whichever is more recent, last filed prior to the date of this Agreement, no event which has had a Material Adverse Effect shall have occurred which is not disclosed on any Schedule hereto or otherwise in writing to each of the Purchasers;
Appears in 1 contract
Adverse Changes. Since the date of the financial statements included in the Company's Quarterly Report on Form 10-Q or Annual Report on Form 10-K, whichever is more recent, last filed prior to the date of this Agreement, no event which had a Material Adverse Effect and no material adverse change in the condition (financial or otherwise) or prospects of the Company shall have occurred which is not disclosed on any Schedule hereto or otherwise in writing to each of the PurchasersDisclosure Materials;
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Usci Inc)