Common use of Hazardous Materials Activities Clause in Contracts

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 12 contracts

Samples: Merger Agreement (Excite Inc), Agreement and Plan of Reorganization (Forte Software Inc \De\), Agreement and Plan of Reorganization (Platinum Software Corp)

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Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 8 contracts

Samples: Agreement and Plan of Reorganization (Atl Products Inc), Agreement and Plan of Reorganization (Sybase Inc), Acquisition Agreement (Peregrine Systems Inc)

Hazardous Materials Activities. Except as would not result in have a material liability to the Material Adverse Effect on Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 4 contracts

Samples: Merger Agreement (Gayranovic Kenneth), Merger Agreement (Micron Electronics Inc), Merger Agreement (Micron Technology Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 3 contracts

Samples: Merger Agreement (Andover Net Inc), Agreement and Plan of Merger (Serviceware Technologies Inc/ Pa), Merger Agreement (Mede America Corp /)

Hazardous Materials Activities. Except as would not result in a ------------------------------ material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, ; transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 3 contracts

Samples: Merger Agreement (Egghead Com Inc), Merger Agreement (Onsale Inc), Merger Agreement (Imall Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing DateEffective Time, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 3 contracts

Samples: Merger Agreement (Extended Systems Inc), Merger Agreement (Predictive Systems Inc), Merger Agreement (Avantgo Inc)

Hazardous Materials Activities. Except as would not result in reasonably be expected to have a material liability to Material Adverse Effect on the Company (in any individual case or in the aggregate) Company, (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity Legal Requirement in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Hemosense Inc), Agreement and Plan of Reorganization (Cholestech Corporation), Agreement and Plan of Reorganization (Inverness Medical Innovations Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, released or exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Imanage Inc), Merger Agreement (Interwoven Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Primus Knowledge Solutions Inc), Merger Agreement (Serviceware Technologies Inc/ Pa)

Hazardous Materials Activities. Except as would not result in a material liability to the Company Seller (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries Seller has not transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing DateDate in connection with the operation of the Business, and (ii) neither the Company nor any of its subsidiaries Seller has not disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute Legal Requirement promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material ActivityActivity in connection with the operation of the Business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Neoware Systems Inc), Asset Purchase Agreement (Neoware Systems Inc)

Hazardous Materials Activities. Except as would not result in have a material liability ------------------------------ Material Adverse Effect to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Broadbase Software Inc), Merger Agreement (Kana Communications Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, ; transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Rock Financial Corp/Mi/), Merger Agreement (At Home Corp)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) Company, neither the Company nor any of its subsidiaries Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees any Company Employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing Date. Except as would not result in a material liability to the Company, and (ii) neither the Company nor any of its subsidiaries Subsidiaries has disposed of, transported, sold, used, released, exposed its employees any Company Employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"collectively, “Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute Legal Requirement promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Palm Inc), Agreement and Plan of Reorganization (Palm Inc)

Hazardous Materials Activities. Except as would not result in a ------------------------------ material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Palm Inc), Merger Agreement (Extended Systems Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case not, individually or in the aggregate) , result in a Material Adverse Effect on the Company: (i) neither the Company nor any of its subsidiaries the Company Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law Law in effect on or before the Closing Date, Date and (ii) neither the Company nor any of its subsidiaries the Company Subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"collectively, “Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof of this Agreement to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Citadel Broadcasting Corp), Merger Agreement (Cumulus Media Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing DateEffective Time, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Sybase Inc), Merger Agreement (Sybase Inc)

Hazardous Materials Activities. Except as would not result in a ------------------------------ material liability to the Company Parent (in any individual case or in the aggregate) (i) neither the Company Parent nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company Parent nor any of its subsidiaries has disposed of, ; transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Egghead Com Inc), Merger Agreement (Onsale Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case not, individually or in the aggregate) , result in a Material Adverse Effect on the Company: (i) neither the Company nor any of its subsidiaries the Company Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law Law in effect on or before the Closing Date, Date and (ii) neither the Company nor any of its subsidiaries the Company Subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"collectively, “Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Exult Inc), Merger Agreement (Hewitt Associates Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Trusted Information Systems Inc), Merger Agreement (Quantum Corp /De/)

Hazardous Materials Activities. Except as would not result in have a material liability to the ------------------------------ Material Adverse Effect on Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 2 contracts

Samples: Merger Agreement (Verisign Inc/Ca), Merger Agreement (Verisign Inc/Ca)

Hazardous Materials Activities. Except as would not result in a material liability to the Company Material Adverse Effect (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Progress Software Corp /Ma)

Hazardous Materials Activities. Except as would not result in a material liability to the Company GeoCities (in any individual case or in the aggregate) ) (i) neither the Company GeoCities nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company GeoCities nor any of its subsidiaries has disposed of, ; transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Yahoo Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing DateEffective Time, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Avantgo Inc)

Hazardous Materials Activities. Except as would not result in a material liability Material Adverse Effect to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing DateEffective Time, and (ii) neither the Company nor any of its subsidiaries Subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Isocor)

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Hazardous Materials Activities. Except as would not result in a ------------------------------ material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of ------------------------------ any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Remedy Corp)

Hazardous Materials Activities. Except as would not result in have a material liability to the Material Adverse Effect on Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Network Solutions Inc /De/)

Hazardous Materials Activities. Except as would not result in reasonably be expected to have a material liability to Material Adverse Effect on the Company (in any individual case or in the aggregate) Company, (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity Legal Requirement in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Inverness Medical Innovations Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) Company, neither the Company nor any of its subsidiaries Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees any Company Employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing Date. Except as would not result in a material liability to the Company, and (ii) neither the Company nor any of its subsidiaries Subsidiaries has disposed of, transported, sold, used, released, exposed its employees any Company Employees or others to or manufactured any product containing a Hazardous Material (collectively collectively, "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute Legal Requirement promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Handspring Inc)

Hazardous Materials Activities. Except as would not result in a material liability to Material Adverse Effect on the Company (in any individual case or in the aggregate) Company: (i) neither the Company nor any of its subsidiaries Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, Date and (ii) neither the Company nor any of its subsidiaries Subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively collectively, "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Speechworks International Inc)

Hazardous Materials Activities. Except as would not result in a ------------------------------ material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Verisign Inc/Ca)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) to the Company’s knowledge (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (On Technology Corp)

Hazardous Materials Activities. Except as would not result in a material liability to the Company xxxxxxxxx.xxx (in any individual case or in the aggregate) (i) neither the Company xxxxxxxxx.xxx nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Datelaw, and (ii) neither the Company xxxxxxxxx.xxx nor any of its subsidiaries has disposed of, ; transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Yahoo Inc)

Hazardous Materials Activities. Except as reasonably would not be likely to result in a material liability to the Company (in any individual case or in the aggregate) ), (i) neither the Company nor any of its subsidiaries has not transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has not disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively collectively, "HAZARDOUS MATERIALS ACTIVITIES") in violation of any law, rule, regulation, treaty or statute promulgated by any Governmental Entity in effect on or prior to or as of the date hereof Closing Date to prohibit, regulate or control Hazardous Materials or any Hazardous Material ActivityActivity or in a manner that would be likely to result in material liability to the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Virologic Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company Seller (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries Seller has not transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law Legal Requirement in effect on or before the Closing DateDate in connection with the operation of the Business, and (ii) neither the Company nor any of its subsidiaries Seller has not disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute Legal Requirement promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material ActivityActivity in connection with the operation of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Televideo Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company Material Adverse Effect (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"“Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Neon Systems Inc)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) to the Company's knowledge (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, of released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Symantec Corp)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case or in the aggregate) (i) neither the Company nor any of its subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, and (ii) neither the Company nor any of its subsidiaries has disposed of, transported, sold, used, released, exposed its employees or others to or manufactured any product containing a Hazardous Material (collectively "HAZARDOUS MATERIALS ACTIVITIES"Hazardous Materials Activities”) in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Progress Software Corp /Ma)

Hazardous Materials Activities. Except as would not result in a material liability to Material Adverse Effect on the Company (in any individual case or in the aggregate) Company: (i) neither the Company nor any of its subsidiaries Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law in effect on or before the Closing Date, Date and (ii) neither the Company nor any of its subsidiaries Subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively collectively, "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Acxiom Corp)

Hazardous Materials Activities. Except as would not result in a material liability to the Company (in any individual case not, individually or in the aggregate) , result in a Material Adverse Effect on the Company: (i) neither the Company nor any of its subsidiaries the Company Subsidiaries has transported, stored, used, manufactured, disposed of, released or exposed its employees Employees or others to Hazardous Materials in violation of any law Law in effect on or before the Closing Date, Date and (ii) neither the Company nor any of its subsidiaries the Company Subsidiaries has disposed of, transported, sold, used, released, exposed its employees Employees or others to or manufactured any product containing a Hazardous Material (collectively collectively, "HAZARDOUS MATERIALS ACTIVITIESHazardous Materials Activities") in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity in effect prior to or as of the date hereof to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity.

Appears in 1 contract

Samples: Merger Agreement (Hewitt Associates Inc)

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