Common use of Material Liabilities Clause in Contracts

Material Liabilities. Except as set forth on Exhibit 2.15, or to the extent reflected or reserved against on the Balance Sheet, Seller did not have, as of the Balance Sheet Date, and has not incurred since that date, any material uninsured liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise, and whether due or to become due which would have a Material Adverse Effect, other than those incurred in the ordinary course of business. Except as set forth on Exhibit 2.15, Seller and Shareholders do not know, or have reasonable grounds to know, of any basis for the assertion against Seller as of the Balance Sheet Date, of any material claim or liability of any nature in any amount not fully reflected or reserved against on the Balance Sheet, or of any material uninsured claim or liability of any nature arising since that date which would have a Material Adverse Effect other than those incurred in the ordinary course of business or contemplated by this Agreement.

Appears in 4 contracts

Samples: Asset Acquisition Agreement (Physicians Specialty Corp), Asset Acquisition Agreement (Physicians Specialty Corp), Asset Acquisition Agreement (Physicians Specialty Corp)

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Material Liabilities. Except as set forth on Exhibit 2.15, or to the extent reflected or reserved against on the Balance Sheet, Seller did not have, as of the Balance Sheet Date, and has not incurred since that date, any material uninsured liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise, and whether due or to become due which would have a Material Adverse Effect, other than those incurred in the ordinary course of business. Except as set forth on Exhibit 2.15, Seller and Shareholders Shareholder do not know, or have reasonable grounds to know, of any basis for the assertion against Seller as of the Balance Sheet Date, of any material claim or liability of any nature in any amount not fully reflected or reserved against on the Balance Sheet, or of any material uninsured claim or liability of any nature arising since that date which would have a Material Adverse Effect other than those incurred in the ordinary course of business or contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Physicians Specialty Corp)

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