Common use of Indebtedness; Absence of Undisclosed Liabilities Clause in Contracts

Indebtedness; Absence of Undisclosed Liabilities. The Company Schedule discloses as of the Balance Sheet Date all indebtedness for money borrowed of the Company or any Subsidiary, accurately disclosing for each such indebtedness the payee, the original principal amount of the loan, the unpaid balance of the loan, the interest rate and the maturity date. Neither the Company nor the Subsidiaries have any material indebtedness, liability or obligation of any kind (whether known or unknown, accrued, absolute, asserted or unasserted, contingent or otherwise) except (a) as and to the extent reflected, reserved against or otherwise disclosed in the Company 1999 Balance Sheet, (b) for liabilities and obligations incurred subsequent to the Balance Sheet Date in the ordinary course of business and which do not have a Company Material Adverse Effect or prevent the Company from performing its obligations under this Agreement or prevent or delay the consummation of any of the transactions contemplated hereby or (c) as disclosed in the Company Schedule.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Noodle Kidoodle Inc), Agreement and Plan of Merger (Zany Brainy Inc), Agreement and Plan of Merger (Zany Brainy Inc)

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Indebtedness; Absence of Undisclosed Liabilities. The Company Schedule COMPANY SCHEDULE discloses as of the Balance Sheet Date date hereof all indebtedness for money borrowed of the Company or any Subsidiary, accurately disclosing for each such indebtedness the payee, the original principal amount of the loan, the current unpaid balance of the loan, the interest rate and the maturity date. Neither Except as set forth on the COMPANY SCHEDULE, neither the Company nor the Subsidiaries have any material indebtedness, liability or obligation of any kind (whether known or unknown, accrued, absolute, asserted or unasserted, contingent or otherwise) except (a) as and to the extent reflected, reserved against or otherwise disclosed in the Company 1999 1997 Balance Sheet, or (b) for liabilities and obligations incurred subsequent to the Balance Sheet Audit Date in the ordinary course of business and which do not have a Company Material Adverse Effect or prevent impair the ability of the Company from performing to perform its obligations under this Agreement or prevent or delay the consummation of any of the transactions contemplated hereby or (c) as disclosed in the Company Schedulehereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sirrom Capital Corp)

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