Common use of No Adverse Events Clause in Contracts

No Adverse Events. Since the date of the SKM Financial Statements: (i) there has not been any material adverse change in the consolidated financial position or condition of SKM, its liabilities or the SKM Assets or any damage, loss or other change in circumstances materially affecting SKM, the SKM Business or the SKM Assets or SKM right to carry on the SKM Business, other than changes in the ordinary course of business, (ii) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKM, the SKM Business or the SKM Assets, (iii) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or to any of SKM officers, employees or agents or any bonus, payment or arrangement made to or with any of them, (iv) the SKM Business has been and continues to be carried on in the ordinary course, (v) SKM has not waived or surrendered any right of material value, (vi) SKM has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, and (vii) no capital expenditures in excess of $10,000 individually or $30,000 in total have been authorized or made;

Appears in 1 contract

Samples: Share Exchange Agreement (SKM Media Corp.)

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No Adverse Events. Since the date of the SKM Xxxxx Financial Statements: (i) there has not been any material adverse change in the consolidated financial position or condition of SKMXxxxx, its liabilities or the SKM Xxxxx Assets or any damage, loss or other change in circumstances materially affecting SKMAlton, the SKM Xxxxx Business or the SKM Alton Assets or SKM Alton’s right to carry on the SKM Xxxxx Business, other than changes in the ordinary course of business, (ii) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKMAlton, the SKM Xxxxx Business or the SKM Alton Assets, (iii) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or Xxxxx to any of SKM Alton’s officers, employees or agents or any bonus, payment or arrangement made to or with any of them, (iv) the SKM Xxxxx Business has been and continues to be carried on in the ordinary course, (v) SKM Xxxxx has not waived or surrendered any right of material value, (vi) SKM Xxxxx has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, and (vii) no capital expenditures in excess of $10,000 5,000 individually or $30,000 10,000 in total have been authorized or made;.

Appears in 1 contract

Samples: Merger Agreement (Alton Ventures Inc)

No Adverse Events. Since the date of the SKM JPG Financial Statements: (i) there has not been any material adverse change in the consolidated financial position or condition of SKMJPG, its liabilities or the SKM JPG Assets or any damage, loss or other change in circumstances materially affecting SKMJPG, the SKM JPG Business or the SKM JPG Assets or SKM JPG’ right to carry on the SKM JPG Business, other than changes in the ordinary course of business, (ii) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKMJPG, the SKM JPG Business or the SKM JPG Assets, (iii) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or JPG to any of SKM JPG’ officers, employees or agents or any bonus, payment or arrangement made to or with any of them, (iv) the SKM JPG Business has been and continues to be carried on in the ordinary course, (v) SKM JPG has not waived or surrendered any right of material value, (vi) SKM JPG has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, and (vii) no capital expenditures in excess of $10,000 individually or $30,000 in total have been authorized or made;.

Appears in 1 contract

Samples: Share Exchange Agreement (JPG Associates, Inc.)

No Adverse Events. Since the date of the SKM TEQ Financial Statements: (i) there has not been any material adverse change in the consolidated financial position or condition of SKMTEQ, its liabilities or the SKM TEQ Assets or any damage, loss or other change in circumstances materially affecting SKMTEQ, the SKM TEQ Business or the SKM TEQ Assets or SKM TEQ's right to carry on the SKM TEQ Business, other than changes in the ordinary course of business, (ii) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKMTEQ, the SKM TEQ Business or the SKM TEQ Assets, (iii) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or TEQ to any of SKM TEQ's officers, employees or agents or any bonus, payment or arrangement made to or with any of them, (iv) the SKM TEQ Business has been and continues to be carried on in the ordinary course, (v) SKM TEQ has not waived or surrendered any right of material value, (vi) SKM TEQ has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, and (vii) no capital expenditures in excess of $10,000 individually or $30,000 in total have been authorized or made;

Appears in 1 contract

Samples: Reorganization Agreement (Maxim Mortgage Corp/)

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No Adverse Events. Since the date of the SKM DSET Financial Statements: (i) there has not been any material adverse change in the consolidated financial position or condition of SKMDSET, its liabilities or the SKM DSET Assets or any damage, loss or other change in circumstances materially affecting SKMDSET, the SKM DSET Business or the SKM DSET Assets or SKM DSET’s right to carry on the SKM DSET Business, other than changes in the ordinary course of business, (ii) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKMDSET, the SKM DSET Business or the SKM DSET Assets, (iii) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or DSET to any of SKM DSET’s officers, employees or agents or any bonus, payment or arrangement made to or with any of them, (iv) the SKM DSET Business has been and continues to be carried on in the ordinary course, (v) SKM DSET has not waived or surrendered any right of material value, (vi) SKM DSET has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, and (vii) no capital expenditures in excess of $10,000 2,000 individually or $30,000 5,000 in total have been authorized or made;.

Appears in 1 contract

Samples: Merger Agreement (Desert Canadians Ltd.)

No Adverse Events. Since the date of the SKM Financial Statements, otherwise as set forth therein: (ia) there has not been any material adverse change in the consolidated financial position or condition of SKMnReach, its liabilities or the SKM Assets liabilities, assets or any damage, loss or other change in circumstances materially affecting SKMnReach, the SKM Business its business or the SKM Assets assets or SKM nReach's right to carry on the SKM Businessits business, other than changes in the ordinary course of business,business or due to general economic, industry or political conditions; (iib) there has not been any damage, destruction, loss or other event (whether or not covered by insurance) materially and adversely affecting SKMnReach, the SKM Business its business or the SKM Assets,assets; (iiic) there has not been any material increase in the compensation payable or to become payable by SKM to the SKM Shareholders or nReach to any of SKM nReach's officers, employees or agents or any bonus, payment or arrangement made to or with any of them,; (ivd) the SKM Business nReach's business has been and continues to be carried on in the ordinary course,; (ve) SKM has not waived or surrendered any right of material value, (vi) SKM nReach has not discharged or satisfied or paid any lien or encumbrance or obligation or liability other than current liabilities in the ordinary course of business, ; and (viif) no capital expenditures in excess of $10,000 individually or $30,000 50,000 in total have been authorized or made;.

Appears in 1 contract

Samples: Reorganization and Stock Purchase Agreement (Smartserv Online Inc)

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