Common use of No Material Adverse Effect or Material Adverse Change Clause in Contracts

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination Date: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; (ii) the Company has conducted its business consistent with past practice in all material respects.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (GCT Semiconductor Holding, Inc.), Common Stock Purchase Agreement (Spectral AI, Inc.)

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No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateDecember 31, 2023: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; and (ii) there has not occurred any material adverse change, or any development that would reasonably be expected to result in a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, business or operations of the Company has conducted its business consistent with past practice from that set forth in all material respectsthe Commission Documents.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (MultiSensor AI Holdings, Inc.)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any the Commission Documents, and filed with the Commission since the Business Combination Date: August 16, 2021, (ia) the Company there has not experienced or suffered occurred any Material Adverse Effect, and there exists no current state of facts, condition or event which any development that would reasonably be expected to have result in a Material Adverse Effect; , and (iib) the Company has and its Subsidiaries have conducted its their respective businesses in the ordinary course of business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (AEye, Inc.)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateSeptember 14, 2022: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; (ii) there has not occurred any material adverse change, or any development that would reasonably be expected to result in a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, business or operations of the Company has conducted its business consistent with past practice from that set forth in all material respectsthe Commission Documents.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Amprius Technologies, Inc.)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateMarch 1, 2022: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; and (ii) the Company has and its Subsidiaries have conducted its their respective business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Rigetti Computing, Inc.)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateDecember 31, 2022: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; (ii) the Company has conducted its business consistent with past practice in all material respects.. ​

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Monogram Orthopaedics Inc)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateDecember 21, 2023: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; and (ii) there has not occurred any material adverse change, or any development that would reasonably be expected to result in a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, business or operations of the Company has conducted its business consistent with past practice from that set forth in all material respectsthe Commission Documents.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Mobix Labs, Inc)

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No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with since the date of the most recent financial statements of the Company included in the Commission since the Business Combination Date: (i) Documents, the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which which, would reasonably be expected to have a Material Adverse Effect; (ii) the Company has conducted its business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Ordinary Share Purchase Agreement (Bitdeer Technologies Group)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateDecember 31, 2021: (i) the Company there has not experienced or suffered occurred any Material Adverse Effect, and there exists no or any current state of facts, condition or event which development that would reasonably be expected to have result in a Material Adverse Effect; Effect and (ii) the Company has and its Subsidiaries have conducted its their respective businesses in the ordinary course of business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Sidus Space Inc.)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateDecember 31, 2022: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; (ii) the Company has conducted its business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Monogram Orthopaedics Inc)

No Material Adverse Effect or Material Adverse Change. Except as otherwise disclosed in any Commission Documents, and filed with the Commission since the Business Combination DateJanuary 19, 2022: (i) the Company has not experienced or suffered any Material Adverse Effect, and there exists no current state of facts, condition or event which would reasonably be expected to have a Material Adverse Effect; and (ii) the Company has and Subsidiaries have conducted its their respective business consistent with past practice in all material respects.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Core Scientific, Inc./Tx)

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