No Material Loss. The Company has not sustained any material loss or interference with its business from fire, explosion, flood or other calamity, whether or not covered by insurance, or from any labor dispute or action, order or decree of any governmental entity; and, since the date as of which information is given in the Prospectus, there has not been any material change in the ownership or long-term debt of the Company or any material adverse change, or any development that may cause a prospective material adverse change, in or affecting the general affairs, management, financial position, business prospects or results of operations of the Company, otherwise than as set forth or contemplated in the Prospectus;
No Material Loss. If, prior to the Close of Escrow, and subject to the satisfaction or waiver of all conditions precedent in favor of Buyer and Seller, the Property shall suffer a Material Loss, Buyer shall have the right to elect, within 30 days of receipt of notice of such Material Loss, (a) to terminate this Agreement under Section 8.4.1 and receive a return of Buyer's Deposit or (b) to purchase the Property as provided in this Agreement and receive an assignment of any insurance proceeds Seller receives, or to which Seller is or may become entitled, with respect to such Material Loss upon Seller's receipt of such proceeds. The parties acknowledge and agree in no event shall the Close of Escrow be extended due to a Material Loss. Notwithstanding the foregoing, the assignment of any insurance proceeds as provided herein shall not include any proceeds received for items not related to the physical condition of the Property, such as proceeds from Seller's business interruption insurance, if any. For purposes of this Agreement, a "Material Loss" means a loss resulting from a casualty that either (i) diminishes the value of the Property in an amount of at least 10% of the Purchase Price or (ii) results in a loss of at least 10% of the aggregate square footage of the Land as of the Effective Date.
No Material Loss. Since December 31, 2002, neither the Company nor any of its subsidiaries has sustained any material loss or interference with its business from fire, explosion, flood or other calamity, whether or not covered by insurance, or from any labor dispute or court or governmental action, order or decree.
No Material Loss. If, prior to the Close of Escrow, and subject to the satisfaction or waiver of all conditions precedent in favor of Buyer and Seller, the Property shall suffer a Material Loss, Buyer shall have the right to elect, within 30 days of receipt of notice of such Material Loss, (a) to terminate this Agreement under Section 8.4.1 and receive a return of Buyer's Deposit or (b) to purchase the Property as provided in this Agreement and receive an assignment of any insurance proceeds Seller receives, or to which Seller is or may become entitled, with respect to such Material Loss upon Seller's receipt of such proceeds. The parties acknowledge and agree in
No Material Loss. Neither the Borrower nor any Guarantor shall have sustained any loss or interference with respect to its businesses or properties from fire, flood, hurricane, accident or other calamity, whether or not covered by insurance, or from any labor dispute or any legal or governmental proceeding which could reasonably be expected to have a Material Adverse Effect.
No Material Loss. As of the Closing, except as otherwise provided or permitted in paragraph 9(e) all of the assets of Cabletel shall be as reflected in the financial statements described in paragraph 9(d) above as adjusted for the ordinary course of Cabletel's business to the Closing Date, and Cabletel shall not have suffered a material loss of, or damage to, any assets due to any cause whatsoever, and no event or condition of any character shall have accrued or shall exist or with notice or lapse of time or both would exist, materially and adversely affecting the business, contracts, assets, financial condition or results of operations of Cabletel.
No Material Loss. Neither the Borrower nor any of its Subsidiaries shall have sustained any loss or interference with respect to its businesses or properties from fire, flood, hurricane, accident or other calamity, whether or not covered by insurance, or from any labor dispute or any legal or governmental proceeding, which loss or interference, in the sole judgment of the Administrative Agent, has had or is reasonably likely to have a Material Adverse Effect; there shall not have been, in the reasonable discretion of the Administrative Agent, any material adverse change since December 31, 1997 in the business, assets, operations, condition (financial or otherwise) or management of the Borrower and its Affiliates, taken as a whole or the Target, or in the prospects of the Borrower and its Affiliates, taken as a whole. No event or circumstance shall have occurred, and the Administrative Agent shall not have become aware of any event or circumstance, which has had, or could reasonably be expected to have, a material adverse effect on the business, operations, property, financial condition, results of operations, assets, liabilities or management of the Borrower or any of its Affiliates or the Target, or prospects of the Borrower or any of its Affiliates. Neither the Borrower nor any of its Affiliates nor the Target shall have any material liabilities (contingent or otherwise) except those set forth on the most recent audited balance sheets of such entities provided to the Administrative Agent and those incurred in the ordinary course of business since the date of such audited balance sheets.
No Material Loss. If from the date hereof to the Closing there is a material loss, damage, or destruction from casualty to any of the items comprising the Assets and/or to the Real Property ("Material Loss"), Purchaser may at its sole option either: (1) exclude from this Agreement that particular item of the Assets or parcel of Real Property which suffered a Material Loss; or (2) pay the full amount of the Purchase Price for such item of the Assets and/or parcel of Real Property as set forth in this Agreement, which shall not be reduced as a result of such Material Loss, and accept in addition to the item of the Assets and/or parcel of Real Property that sustains a Material Loss, all insurance proceeds collected or collectable by Seller with respect to that particular item of the Assets or parcel of Real Property that sustains such Material Loss. In the event Purchaser purchases Rolling Stock which has suffered Material Loss, it shall not be entitled to be paid twice for the same Material Loss and/or Material Damage as provided in this section and in Section 4.1 of this Agreement; and in such event Purchaser shall pay to Seller, the amount, if any, that it receives in excess of the total amount of damage to any item of Rolling Stock.
No Material Loss. 43 Section 7.4. No Event of Default.....................................................................43 Section 7.5. No Changes in Financial Markets.........................................................43
No Material Loss. Neither the Company nor any of its subsidiaries has sustained, since the date of the latest audited financial statements included in the Base Prospectus, the Prospectus Supplement or the Registration Statement, or incorporated by reference therein, as the case may be, any material loss or interference with its business from fire, explosion, flood, terrorist act or other calamity, whether or not covered by insurance, or from any labor dispute or court or governmental action, order or decree, otherwise than as set forth in or contemplated by the Base Prospectus and the Prospectus Supplement.
