No Material Liability Sample Clauses

No Material Liability. As of the date of this Agreement, there are no outstanding material liabilities except for those that are set forth in the Financial Statements.
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No Material Liability. There are no outstanding material liabilities except for those that are set forth in the Financial Statements.
Sample 1Sample 2Sample 3
No Material Liability. Subsequent to the respective dates as of which information is given in each of the Registration Statement, the Prospectus and the General Disclosure Package, (i) the Company and its subsidiaries, taken as a whole, have not incurred any material liability or obligation, direct or contingent, nor entered into any material transaction; and (ii) there has not been any material change in the capital stock, short-term debt or long-term debt of the Company and its subsidiaries, taken as a whole.
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No Material Liability. No condition or event has occurred with --------------------- respect to the CSI Employee Plans which has or could reasonably be expected to result in a material liability to CSI.
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No Material Liability. No condition or event has occurred with --------------------- respect to the GlobalTel Employee Plans which has or could reasonably be expected to result in a material liability to GlobalTel or any Subsidiary.
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No Material Liability. No representation and warranty made by Seller to Buyer in this Agreement, taken as a whole, contains any untrue statement of material fact. Except as disclosed in the Contracts and except for the Assumed Liabilities, to the best knowledge of Seller, Seller has not incurred any material liability with respect to or affecting the Business or Assets prior to the Effective Date for which payment or performance is required after the Effective Date. For purposes of this Section, any liability or obligation of the Seller relative to the Business or Assets, whether liquidated or contingent, which involves the payment or consideration or performance of services in excess of Fifty Thousand Dollars ($50,000), shall be deemed a material liability.
Sample 1

Related to No Material Liability

  • No Material Litigation No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrower, threatened by or against the Borrower or any Subsidiary or against any of its or their respective properties or revenues which could reasonably be expected to have a Material Adverse Effect.

  • No Material Misstatements or Omissions At each time of effectiveness, at the date hereof, at the Closing Date, and at each Option Closing Date, if any, the Registration Statement and any post-effective amendment thereto complied or will comply in all material respects with the requirements of the Securities Act and the Rules and Regulations and did not, does not, and will not, as the case may be, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Time of Sale Disclosure Package (as defined below) as of the date hereof and at the Closing Date and on each Option Closing Date, any roadshow or investor presentations delivered to and approved by the Underwriter for use in connection with the marketing of the offering of the Securities (the “Marketing Materials”), if any, and the Final Prospectus, as amended or supplemented, as of its date, at the time of filing pursuant to Rule 424(b) under the Securities Act, at the Closing Date, and at each Option Closing Date, if any, did not, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties set forth in the two immediately preceding sentences shall not apply to statements in or omissions from the Registration Statement, the Time of Sale Disclosure Package or any Prospectus in reliance upon, and in conformity with, written information furnished to the Company by the Underwriter specifically for use in the preparation thereof, which written information is described in Section 7(f). The Registration Statement contains all exhibits and schedules required to be filed by the Securities Act or the Rules and Regulations. No order preventing or suspending the effectiveness or use of the Registration Statement or any Prospectus is in effect and no proceedings for such purpose have been instituted or are pending, or, to the knowledge of the Company, are contemplated or threatened by the Commission.

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