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: Agreement and Plan of Reorganization (Healtheon Corp), Agreement and Plan of Merger and Reorganization (Peregrine Systems Inc), Agreement and Plan of Reorganization (Healtheon 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 Merger (Macromedia Inc), Agreement and Plan of Reorganization (Informix Corp), 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: Registration Rights Agreement (Micron Electronics Inc), Agreement and Plan of Merger 2 Agreement (Gayranovic Kenneth), Registration Rights Agreement (Interland 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 3 contracts

Samples: Agreement and Plan of Merger (Egghead Com Inc), Agreement and Plan of Merger (Imall Inc), Agreement and Plan of Merger (Onsale 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 (Cholestech Corporation), Agreement and Plan of Reorganization (Inverness Medical Innovations Inc), Agreement and Plan of Reorganization (Hemosense 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: Agreement and Plan of Merger (Extended Systems Inc), Agreement and Plan of Merger (Avantgo Inc), Agreement and Plan of Merger (Predictive 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) (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: Agreement and Plan of Reorganization (Andover Net Inc), Agreement and Plan of Merger (Serviceware Technologies Inc/ Pa), Agreement and Plan of Reorganization (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 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 (Rock Financial Corp/Mi/), Agreement and Plan of Merger (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) 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: Agreement and Plan of Merger (Primus Knowledge Solutions Inc), Agreement and Plan of Merger (Serviceware Technologies Inc/ Pa)

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: Agreement and Plan of Reorganization (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, 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: Agreement and Plan of Merger (Imanage Inc), Agreement and Plan of Merger (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 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 Reorganization (Palm Inc), Agreement and Plan of Reorganization (Extended 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) (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: Agreement and Plan of Reorganization (Quantum Corp /De/), Agreement and Plan of Reorganization (Trusted Information Systems 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 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 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: Agreement and Plan of Merger (Citadel Broadcasting Corp), Agreement and Plan of Merger (Cumulus Media 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: Agreement and Plan of Merger (Egghead Com Inc), Agreement and Plan of Merger (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: Agreement and Plan of Merger (Hewitt Associates Inc), Agreement and Plan of Merger (Exult 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: Agreement and Plan of Merger (Sybase Inc), Agreement and Plan of Merger (Sybase 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 (Kana Communications Inc), Voting Agreement (Broadbase Software 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 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 2 contracts

Samples: Agreement and Plan of Reorganization (Network Associates Inc), Agreement and Plan of Reorganization (Network General Corporation)

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: Agreement and Plan of Merger (Verisign Inc/Ca), Agreement and Plan of Merger (Verisign Inc/Ca)

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: Agreement and Plan of Merger (Hewitt Associates 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 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: Agreement and Plan of Merger (Neon Systems Inc)

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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) 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: Agreement and Plan of Merger (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: Agreement and Plan of Merger (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: Agreement and Plan of Merger (Acxiom Corp)

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 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)

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 -30- 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: Exhibit 1 (Peregrine 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"“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 Merger (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.. (c)

Appears in 1 contract

Samples: Agreement and Plan of Merger (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: Agreement and Plan of Merger (Avantgo 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 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: Agreement and Plan of Merger (Progress Software Corp /Ma)

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: Agreement and Plan of Merger (Verisign Inc/Ca)

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: Agreement and Plan of Merger (Network Solutions Inc /De/)

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: Agreement and Plan of Merger (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 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: Agreement and Plan of Merger (Remedy Corp)

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