Common use of No Changes or Restricted Payments Clause in Contracts

No Changes or Restricted Payments. Since the date of the most recent annual audited financial statements referenced in Section 6.1(a): (a) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (i) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof, and (ii) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (b) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Rockford Corp), Credit Agreement (Millipore Corp /Ma), Credit Agreement (Ameripath Inc)

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No Changes or Restricted Payments. Since the date of the most most-recent annual audited financial statements referenced in Section 6.1(a):6.1(i), (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a6.1(i) and (bii) hereof, and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has have been no circumstancecircumstances, development developments or event events relating to or affecting the members of the Consolidated Group which which, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Ventiv Health Inc), Credit Agreement (Snyder Communications Inc)

No Changes or Restricted Payments. Since Except as set forth on Schedule 5.2, since the date of the most recent annual audited financial statements referenced in Section 6.1(a):5.1(a), (a) for the period from the date of such financial statements to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (i) there have been no material sales, transfers transfers, or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other personPerson) by the members of the Consolidated Group, which are not reflected in the annual audited or company-company prepared quarterly periodic financial statements referenced in Section 6.1(a5.1(a) and (b) hereofSection 5.1(b), and (ii) no Restricted Payments have been declared or paid by members of the Consolidated GroupGroup to any Person which is not a Credit Party; and (b) there has been no circumstance, development development, or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Friedmans Inc), Credit Agreement (Friedmans Inc)

No Changes or Restricted Payments. Since the date of the most recent annual audited financial statements referenced in Section 6.1(a): (a) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (i) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which that are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof, and (ii) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (b) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which that has had or could would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Amerigroup Corp)

No Changes or Restricted Payments. Since the date of the most recent annual audited financial statements referenced in Section 6.1(a):June 30, 2001: (a) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the LendersLenders or except as disclosed in any public filings or reports filed by the Borrower with the Securities and Exchange Commission, (i) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which that are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof, and (ii) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (b) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which that has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Accredo Health Inc)

No Changes or Restricted Payments. Since the date of the most most-recent annual audited financial statements referenced in Section 6.1(a):7.1(i) hereof, (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock capital stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof7.1(ii), and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Triad Hospitals Inc)

No Changes or Restricted Payments. Since the date of the most most-recent annual audited financial statements referenced in Section 6.1(a):) or (b) hereof, (a) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (i) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock capital stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof6.1(b), and (ii) no Restricted Payments (other than as permitted by Sections 8.7(a) and (b)) have been declared or paid by members of the Consolidated Group; and (b) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Triad Hospitals Inc)

No Changes or Restricted Payments. Since Except as set forth on Schedule 6.2, since the date of the most most-recent --- annual audited financial statements referenced in Section 6.1(a):6.1(i), (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a6.1(i) and (bii) hereof, and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Friedmans Inc)

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No Changes or Restricted Payments. Since Except as set forth on Schedule 6.2, since the date of the most most-recent ------------ annual audited financial statements referenced in Section 6.1(a):6.1(i), (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a6.1(i) and (bii) hereof, and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Friedmans Inc)

No Changes or Restricted Payments. Since the date of the most most-recent annual audited financial statements referenced in Section 6.1(a):6.1(i), (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a6.1(i) and (bii) hereof, and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Rehabcare Group Inc)

No Changes or Restricted Payments. Since the date of the most most-recent annual audited financial statements referenced in Section 6.1(a):7.1(i) or (ii) hereof, (ai) for the period to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, (iA) there have been no material sales, transfers or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock capital stock of any other person) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a) and (b) hereof7.1(iii), and (iiB) no Restricted Payments have been declared or paid by members of the Consolidated Group; and (bii) there has been no circumstance, development or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Triad Hospitals Inc)

No Changes or Restricted Payments. Since the date of the most recent annual audited financial statements referenced in Section 6.1(a):6.1 and the most recent financial statements referenced in Section 7.1: (a) for the period from the date of such financial statements to the Closing Date, except as previously disclosed in writing to the Administrative Agent and the Lenders, Lenders (i) there have been no material sales, transfers transfers, or other dispositions of any material part of the business or property of the members of the Consolidated Group, nor have there been any material purchases or other acquisitions of any business or property (including the Capital Stock of any other personPerson) by the members of the Consolidated Group, which are not reflected in the annual audited or company-prepared quarterly financial statements referenced in Section 6.1(a6.1, Section 7.1(a), and Section 7.1(b) and (b) hereof, and (ii) no Restricted Payments have been declared or paid by members of the Consolidated Group, except for Permitted Distributions; and (b) there has been no circumstance, development development, or event relating to or affecting the members of the Consolidated Group which has had or could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Friedmans Inc)

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