Common use of NO CONTINGENT LIABILITIES AND NO MATERIAL ADVERSE CHANGE Clause in Contracts

NO CONTINGENT LIABILITIES AND NO MATERIAL ADVERSE CHANGE. Except as disclosed in the Registration Statement and Prospectus, neither the Company nor any of its subsidiaries, if any, have any material contingent liabilities, obligations or claims nor have they received threats of claims or regulatory action. Except as may be reflected in or contemplated by the Registration Statement or the Prospectus, subsequent to the dates as of which information is given in the Registration Statement and Prospectus and prior to the Closing Date and the Option Closing Date, (i) there shall not have been any material adverse change in the condition, financial or otherwise, of the Company or its subsidiaries, if any, or in the business of the Company or its subsidiaries; (ii) there shall not have been any material adverse transac tion entered into by the Company or any of its subsidiaries, if any; (iii) neither the Company nor any of its subsidiaries, if any, shall have incurred any material obligations, contingent or otherwise, which are not disclosed in the Prospectus; (iv) there shall not have been any change in the outstanding securities or long term debt (except current payments) of the Company or any of its subsidiaries, if any; (v) the Company has not and will not have paid or declared any dividends or other distributions on its Common Stock or other securities; and (vi) there shall not have been any change in the officers or directors of the Company.

Appears in 3 contracts

Samples: Ocurest Laboratories Inc, Ocurest Laboratories Inc, Ocurest Laboratories Inc

AutoNDA by SimpleDocs

NO CONTINGENT LIABILITIES AND NO MATERIAL ADVERSE CHANGE. Except -------------------------------------------------------- as disclosed in the Registration Statement and Prospectus, neither the Company nor any of its subsidiaries, if any, Subsidiaries have any material contingent liabilities, obligations or claims nor have they received threats of claims or regulatory action. Except as may be reflected in or contemplated by the Registration Statement or the Prospectus, subsequent to the dates as of which information is given in the Registration Statement and Prospectus and prior to the Closing Date and the Option Closing Date, (i) there shall not have been any material adverse change in the condition, financial or otherwise, of the Company or its subsidiaries, if any, Subsidiaries or in the business of the Company or its subsidiariesSubsidiaries; (ii) there shall not have been any material adverse transac tion transaction entered into by the Company or any of its subsidiaries, if anySubsidiaries; (iii) neither the Company nor any of its subsidiaries, if any, Subsidiaries shall have incurred any material obligations, contingent or otherwise, which are not disclosed in the Prospectus; (iv) there shall not have been any change in the outstanding securities or long term debt (except current payments) of the Company or any of its subsidiaries, if anySubsidiaries; (v) the Company has not and will not have paid or declared any dividends or other distributions on its Common Stock or other securities; and (vi) there shall not have been any change in the officers or directors of the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Coyote Sports Inc), Underwriting Agreement (Coyote Sports Inc)

NO CONTINGENT LIABILITIES AND NO MATERIAL ADVERSE CHANGE. Except as disclosed in the Registration Statement and Prospectus, neither the Company nor any of its subsidiaries, if any, have any material contingent liabilities, obligations or claims nor have they received threats of claims or regulatory action. Except as may be reflected in or contemplated by the Registration Statement or the Prospectus, subsequent to the dates as of which information is given in the Registration Statement and Prospectus and prior to the Closing Date and the Option Closing Date, (i) there shall not have been any material adverse change in the condition, financial or otherwise, of the Company or its subsidiaries, if any, or in the business of the Company or its subsidiaries; (ii) there shall not have been any material adverse transac tion transaction entered into by the Company or any of its subsidiaries, if any; (iii) neither the Company nor any of its subsidiaries, if any, shall have incurred any material obligations, contingent or otherwise, which are not disclosed in the Prospectus; (iv) there shall not have been any change in the outstanding securities or long term debt (except current payments) of the Company or any of its subsidiaries, if any; (v) the Company has not and will not have paid or declared any dividends or other distributions on its Common Stock or other securities; and (vi) there shall not have been any change in the officers or directors of the Company.

Appears in 2 contracts

Samples: Global Med Technologies Inc, Global Med Technologies Inc

AutoNDA by SimpleDocs

NO CONTINGENT LIABILITIES AND NO MATERIAL ADVERSE CHANGE. Except as disclosed in the Registration Statement and Prospectus, neither the Company nor its Subsidiary has any of its subsidiaries, if any, have any material contingent liabilities, obligations or claims nor have they either of them received threats of claims or regulatory action. Except as may be reflected in or contemplated by the Registration Statement or the Prospectus, subsequent to the dates as of which information is given in the Registration Statement and Prospectus and prior to the Closing Date and the Option Closing Date, (i) there shall not have been any material adverse change in the condition, financial or otherwise, of the Company or its subsidiaries, if any, Subsidiary or in the business of the Company or its subsidiariestheir respective businesses; (ii) there shall not have been any material adverse transac tion transaction entered into by the Company or any of its subsidiaries, if anySubsidiary; (iii) neither the Company nor any of its subsidiaries, if any, Subsidiary shall have incurred any material obligations, contingent or otherwise, which are not disclosed in the Prospectus; (iv) there shall not have been any change in the outstanding securities or long term debt (except current payments) of the Company or any of its subsidiaries, if anySubsidiary; (v) neither the Company nor its Subsidiary has not and or will not have paid or declared any dividends or other distributions on its Common Stock or other securities; and (vi) there shall not have been any change in the officers or directors of the CompanyCompany or its Subsidiary except to the extent disclosed in the Registration Statement and Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Hat World Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.