Changes; Solvency, etc Sample Clauses

Changes; Solvency, etc. Since December 31, 2002: (a) there has been no change in the assets, liabilities or financial condition of either Issuer, the Acquired Company or any of the Subsidiaries of the Acquired Company from that set forth in their respective balance sheet as at such date referred to on Exhibit 5.6(a) attached hereto, other than the Acquisition, the consummation of the other transactions contemplated hereby, including those under the Senior Bank Documents, changes specified on Exhibit 5.7 attached hereto and changes in the ordinary course of business which have not been either, individually or in the aggregate, materially adverse to the financial condition or business of either Issuer or the Acquired Company and its Subsidiaries taken as a whole; and (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change. Each of the Issuers and the Acquired Company, on a consolidated basis, is Solvent.
Sample 1
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Changes; Solvency, etc. Since the Borrower's incorporation: (a) there has been no change in any of the Acquired Properties or other assets, liabilities or financial condition of the Borrower or any of its Subsidiaries other than changes which have not been, either in any case or in the aggregate, materially adverse and (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change. Each of the Borrower and its Subsidiaries is Solvent.
Sample 1
Changes; Solvency, etc. Since December 31, 1995: (a) there has been no change in the assets, liabilities or financial condition of the Holding Company or any of its Subsidiaries or of Old Game Time from that set forth in the balance sheets as at such date referred to on Exhibit 5.6(a) attached hereto, other than changes in the ordinary course of business which have not been, either in any case or in the aggregate, materially adverse; (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change; and (c) except as set forth on Exhibit 5.7 attached hereto, neither the Holding Company nor any of its Subsidiaries nor Old Game Time has, directly or indirectly, declared, ordered, paid or made any Restricted Payment or Restricted Investment. Each of the Holding Company and its Subsidiaries is (and after giving effect to the consummation of the transactions at Closing will be) Solvent.
Sample 1
Changes; Solvency, etc. Since December 31, 2003: (a) there has been no change in the assets, liabilities or financial condition of the Company and its Subsidiaries from that set forth in the balance sheet as at such date referred to in Section 5.6(a), other than changes which have not been, either in any case or in the aggregate, materially adverse and (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change. The Company is, and the Company and its Subsidiaries taken as a whole are, (and, after giving effect to the consummation of the transactions at Closing, the Company and the Company and its Subsidiaries taken as a whole will be) Solvent.
Sample 1
Changes; Solvency, etc. Since August 31, 1998: (a) except as set ------------------------ - forth on Exhibit 5.7 attached hereto, there has been no change in the assets, ----------- liabilities or financial condition of the Holding Company and its Subsidiaries from that set forth in the balance sheet as at such date referred to in section 5.6(a), other than changes in the ordinary course of business which have not been, either in any case or in the aggregate, materially adverse; (b) no - condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change; and (c) except as set forth on - Exhibit 5.7 attached hereto, neither the Holding Company nor any of its ------------ Subsidiaries has, directly or indirectly, declared, ordered, paid or made any Restricted Payment or Restricted Investment. The Holding Company and its Subsidiaries are Solvent.
Sample 1
Changes; Solvency, etc. Since April 00, 0000, (a) there has been no change in the assets, liabilities or financial condition of the Company or any of its Subsidiaries, other than the Grand Targhee Sale and changes in the ordinary course of business which have not been, either in any case or in the aggregate, materially adverse, and (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change. The Company and its Subsidiaries are Solvent.
Sample 1
Changes; Solvency, etc. Since December 31, 1997: (a) there has been no change in the assets, liabilities or financial condition of the Holding Company and its Subsidiaries from that set forth in the balance sheet as at such date referred to on Exhibit 5.6(a) attached hereto, other than changes in the ordinary course of business which have not been, either in any single case or in the aggregate, materially adverse and (b) no condition or event has occurred which has resulted in, or could reasonably be expected to result in, a Material Adverse Change. Each of the Holding Company and each of its Subsidiaries is (and, after giving effect to the consummation of the transactions at Closing, will be) Solvent.
Sample 1
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Related to Changes; Solvency, etc

  • Changes, etc This instrument and the provisions hereof may be changed, waived, discharged or terminated only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought.

  • Absence of Changes or Events Except as set forth in Section 3.7 of the Company Disclosure Letter, since December 31, 2000 through the date of this Agreement, the Company and its Subsidiaries have not incurred any liability or obligation that has resulted or would reasonably be expected to result in a Company Material Adverse Effect, and there has not been any change in the business, financial condition or results of operations of the Company or any of its Subsidiaries which has had, or would reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, and the Company and its Subsidiaries have conducted their respective businesses in the ordinary course consistent with their past practices.

  • Issuer May Consolidate, etc., Only on Certain Terms (a) The Issuer shall not consolidate or merge with or into any other Person, unless:

  • Guarantors May Consolidate, etc., on Certain Terms Except as otherwise provided in Section 10.05 hereof, no Guarantor may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person) another Person, other than the Company or another Guarantor, unless:

  • Subsidiary Guarantors May Consolidate, etc., on Certain Terms Except as otherwise provided in Section 10.05 hereof, no Subsidiary Guarantor may consolidate, merge or amalgamate with or into (whether or not such Subsidiary Guarantor is the Surviving Guarantor) another Person whether or not affiliated with such Subsidiary Guarantor unless:

  • Changes, Waivers, Etc Neither this Agreement nor any provision hereof may be changed, waived, discharged or terminated orally, but only by a statement in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought.

  • Subsidiary Guarantors May Consolidate, Etc., Only on Certain Terms Except in a transaction resulting in the release of a Subsidiary Guarantor in accordance with the terms of this Indenture, each Subsidiary Guarantor shall not, and the Company shall not permit any Subsidiary Guarantor to, in a single or a series of related transactions, consolidate or merge with or into any Person (other than the Company or another Subsidiary Guarantor) or permit any Person (other than another Subsidiary Guarantor) to consolidate or merge with or into such Subsidiary Guarantor or, directly or indirectly, transfer, convey, sell, lease or otherwise dispose of all or substantially all of its assets unless, in each case:

  • Certain Phrases, etc The words (i) “including”, “includes” and “include” mean “including (or includes or include) without limitation,” (ii) “the aggregate of”, “the total of”, “the sum of”, or a phrase of similar meaning means “the aggregate (or total or sum), without duplication, of,” and (iii) unless stated otherwise, “Article”, “Section”, and “Schedule” followed by a number or letter mean and refer to the specified Article or Section of or Schedule to this Plan of Arrangement.

  • Certain Accounting Changes; Organizational Documents (a) Change its Fiscal Year end, or make any change in its accounting treatment and reporting practices except as required by GAAP, as set forth in Section 13.9 or as recommended by the Securities Exchange Commission or the Public Company Accounting Oversight Board or (b) amend, modify or change its articles of incorporation (or corporate charter or other similar organizational documents) or amend, modify or change its bylaws (or other similar documents) in any manner adverse in any respect to the rights or interests of the Lenders.

  • Issuer May Consolidate, etc (a) The Issuer shall not consolidate or merge with or into any other Person, unless:

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