No Adverse Developments. (a) During the period from March 31, 2008, to the Effective Date, (i) there shall not have been any material adverse effect as defined in section 12.5(c) (a "Material Adverse Effect") with respect to UTS. (b) As of the Effective Date, there shall be no liabilities of UTS, other than liabilities incurred in the ordinary course of business, which are material to UTS on a consolidated basis which were not reflected in the UTS Interim Financial Statements, as defined in section 6.12 hereof, and there shall be no material deterioration in the quality or market value of the real property, investments and other assets included in such financial statements of UTS. (c) Purchaser shall have received a certificate dated the Effective Date, signed by the president and the chief financial officer of UTS, certifying to the matters set forth in paragraphs (a) and (b) of this section 4.
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Samples: Share Exchange Agreement (Dynamic Natural Resources Inc.), Share Exchange Agreement (Dynamic Natural Resources Inc.), Share Exchange Agreement (Dynamic Natural Resources Inc.)
No Adverse Developments. (a) During the period from March 31November 24, 20082010, to the Effective Date, (i) there shall not have been any material adverse effect as defined in section 12.5(c) (a "Material Adverse Effect") with respect to UTSPRIVATE COMPANY.
(b) As of the Effective Date, there shall be no liabilities of UTSPRIVATE COMPANY, other than liabilities incurred in the ordinary course of business, which are material to UTS PRIVATE COMPANY on a consolidated basis which were not reflected in the UTS Interim PRIVATE COMPANY Financial Statements, as defined in section 6.12 hereof, and there shall be no material deterioration in the quality or market value of the real property, investments and other assets included in such financial statements of UTSPRIVATE COMPANY.
(c) Purchaser PUBLIC COMPANY shall have received a certificate dated the Effective Date, signed by the president and the chief financial officer of UTSPRIVATE COMPANY, certifying to the matters set forth in paragraphs (a) and (b) of this section 4.
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Samples: Share Exchange Agreement (Skyview Holdings Corp.), Share Exchange Agreement (Skyview Holdings Corp.)
No Adverse Developments. (a) During the period from March 31, 20082006, to the Effective Date, (i) there shall not have been any material adverse effect as defined in section 12.5(c) (a "Material Adverse Effect") with respect to UTSVFCT.
(b) As of the Effective Date, there shall be no liabilities of UTSVFCT, other than liabilities incurred in the ordinary course of business, which are material to UTS VFCT on a consolidated basis which were not reflected in the UTS VFCT Interim Financial Statements, as defined in section 6.12 hereof, and there shall be no material deterioration in the quality or market value of the real property, investments and other assets included in such financial statements of UTSVFCT.
(c) Purchaser Public Company shall have received a certificate dated the Effective Date, signed by the president and the chief financial officer of UTSVFCT, certifying to the matters set forth in paragraphs (a) and (b) of this section 4.
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