Common use of No Material Adverse Change Clause in Contracts

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 127 contracts

Samples: Underwriting Agreement (Treehouse Partners CORP), Underwriting Agreement (Millstream II Acquisition CORP), Underwriting Agreement (Millstream Acquisition Corp)

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No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 81 contracts

Samples: Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Oakmont Acquisition Corp.), Underwriting Agreement (China Discovery Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Sale Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 31 contracts

Samples: Underwriting Agreement (Nautilus Marine Acquisition Corp), Underwriting Agreement (Nautilus Marine Acquisition Corp), Underwriting Agreement (S.E. Asia Emerging Market Company., LTD)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 20 contracts

Samples: Underwriting Agreement (Services Acquisition Corp. International), Underwriting Agreement (India Globalization Capital, Inc.), Underwriting Agreement (Crossfire Capital Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.

Appears in 19 contracts

Samples: Underwriting Agreement (U.S. Rare Earths, Inc), Underwriting Agreement (Hyperdynamics Corp), Underwriting Agreement (On Track Innovations LTD)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 13 contracts

Samples: Underwriting Agreement (New Asia Partners China CORP), Underwriting Agreement (New Asia Partners China I Corp), Underwriting Agreement (New Asia Partners China I Corp)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 11 contracts

Samples: Underwriting Agreement (China Mineral Acquisition CORP), Underwriting Agreement (Great Wall Acquisition Corp), Underwriting Agreement (Great Wall Acquisition Corp)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions or agreements entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 10 contracts

Samples: Underwriting Agreement (Symphony Acquisition Corp.), Underwriting Agreement (Global Technology Industries, Inc.), Underwriting Agreement (Staccato Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, Company taken as a whole; (ii) there have been no material transactions entered into by the CompanyCompany required to be disclosed in the Prospectus or the Registration Statement, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.

Appears in 10 contracts

Samples: Underwriting Agreement (Movano Inc.), Underwriting Agreement (Movano Inc.), Underwriting Agreement (Karat Packaging Inc.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the ProspectusTime of Sale Disclosure Package, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.

Appears in 9 contracts

Samples: Underwriting Agreement (Fuling Global Inc.), Underwriting Agreement (Fuling Global Inc.), Underwriting Agreement (Fuling Global Inc.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Sale Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 7 contracts

Samples: Underwriting Agreement (FMG Acquisition Corp), Underwriting Agreement (FMG Acquisition Corp), Underwriting Agreement (FMG Acquisition Corp)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions or agreements entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 7 contracts

Samples: Underwriting Agreement (Restaurant Acquisition Partners, Inc.), Underwriting Agreement (Restaurant Acquisition Partners, Inc.), Underwriting Agreement (Restaurant Acquisition Partners, Inc.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Regis-tration Statement and the Prospectus, except as otherwise specifically spe-cifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 6 contracts

Samples: Underwriting Agreement (China Fortune Acquisition Corp.), Underwriting Agreement (China Fortune Acquisition Corp.), Underwriting Agreement (China Discovery Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Pricing Disclosure Package and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 5 contracts

Samples: Underwriting Agreement (Rand Acquisition Corp. II), Underwriting Agreement (North Shore Acquisition Corp.), Underwriting Agreement (North Shore Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement and the Deposit Agreement, ; and (iii) no member executive officer or director of the Company's management Company has resigned from any his or her position with the Company.

Appears in 4 contracts

Samples: Underwriting Agreement (Sunity Online Entertainment LTD), Underwriting Agreement (Sunity Online Entertainment LTD), Underwriting Agreement (Sunity Online Entertainment LTD)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Sale Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, Agreement and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 4 contracts

Samples: Underwriting Agreement (Empeiria Acquisition Corp), Underwriting Agreement (Empeiria Acquisition Corp), Underwriting Agreement (Empeiria Acquisition Corp)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Pricing Disclosure Package and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management or board of directors has resigned from any position with the Company.

Appears in 4 contracts

Samples: Underwriting Agreement (Global Alternative Asset Management, Inc.), Underwriting Agreement (Global Alternative Asset Management, Inc.), Underwriting Agreement (Global Alternative Asset Management, Inc.)

No Material Adverse Change. Since the respective dates as of which information is given in the Preliminary Prospectus, the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 3 contracts

Samples: Underwriting Agreement (Oracle Healthcare Acquisition Corp.), Underwriting Agreement (Acquicor Technology Inc), Underwriting Agreement (Acquicor Technology Inc)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.

Appears in 3 contracts

Samples: Underwriting Agreement (Photomedex Inc), Underwriting Agreement (Photomedex Inc), Underwriting Agreement (Photomedex Inc)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Statutory Prospectus, except as otherwise specifically stated thereintherein and in the Prospectus, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 3 contracts

Samples: Underwriting Agreement (Shine Media Acquisition Corp.), Underwriting Agreement (Shine Media Acquisition Corp.), Underwriting Agreement (Shine Media Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, Statutory Prospectus (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 3 contracts

Samples: Underwriting Agreement (Advanced Technology Acquisition Corp.), Underwriting Agreement (Apex Bioventures Acquisition Corp), Underwriting Agreement (Advanced Technology Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Preliminary Prospectus, the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this AgreementAgreement or disclosed in the Preliminary Prospectus, the Registration Statement and the Prospectus, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Oracle Healthcare Acquisition Corp.), Underwriting Agreement (Oracle Healthcare Acquisition Corp.)

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No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Statutory Prospectus and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions or agreements entered into by the Company, Company other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (JK Acquisition Corp.), Underwriting Agreement (JK Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Geneva Acquisition Corp), Underwriting Agreement (Media & Entertainment Holdings, Inc.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions or agreements entered into by the Company, Company other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (JK Acquisition Corp.), Underwriting Agreement (JK Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, condition or business prospects of the Company, ; (ii) there have been no material transactions entered into by the CompanyCompany not in the ordinary course of business, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Uni-Pixel)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, Sale Preliminary Prospectus and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Beverage Acquisition CORP)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement , the Statutory Prospectus and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions or agreements entered into by the Company, Company other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Harbor Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions or agreements entered into by the Company, Company other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Harbor Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member officer or director of the Company's management Company has resigned from any position with the Company.. Page 5 of 33

Appears in 1 contract

Samples: Underwriting Agreement (Skystar Bio-Pharmaceutical Co)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, business, operations or business prospects of the CompanyCompany (“Material Adverse Change”), (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, Agreement and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Global Logistics Acquisition CORP)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Statement, the Statutory Prospectus and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions or agreements entered into by the Company, Company other than as contemplated pursuant to this Agreement, ; and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Energy Services Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement and the Prospectus, except as otherwise specifically stated therein, : (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, ; (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, ; and (iii) no member executive officer or director of the Company's management Company has resigned from any his or her position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Funtalk China Holdings LTD)

No Material Adverse Change. Since the respective dates as of which information is given in any Preliminary Prospectus, the Registration Statement and the Prospectus, except as otherwise specifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (TC Acquisition Corp.)

No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement Regis-tration Statement, the Preliminary Prospectus and the Prospectus, except as otherwise specifically spe-cifically stated therein, (i) there has been no material adverse change in the condition, financial or otherwise, or business prospects of the Company, (ii) there have been no material transactions entered into by the Company, other than as contemplated pursuant to this Agreement, and (iii) no member of the Company's ’s management has resigned from any position with the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Capital Ten Acquisition Corp.)

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