Common use of No Parent Material Adverse Effect Clause in Contracts

No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred any Parent Material Adverse Effect or any event that would reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 3 contracts

Samples: Merger Agreement (Boeing Co), Merger Agreement (Spirit AeroSystems Holdings, Inc.), Merger Agreement (Boeing Co)

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No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing any Parent Material Adverse Effect event, change, effect, occurrence or any event that would reasonably be expected to havestate of facts that, individually or in the aggregate, constitutes a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 2 contracts

Samples: Merger Agreement (Schawk Inc), Merger Agreement (Matthews International Corp)

No Parent Material Adverse Effect. Since the date of this Agreement, there shall has not have occurred been any Parent Material Adverse Effect or any event under clause (a) of the definition thereof with respect to Parent; provided, however, that would reasonably be expected to have, individually or for purposes of determining the satisfaction of the condition in the aggregatethis Section 6.2(c), a Parent β€œMaterial Adverse Effect” shall not be deemed to include events, except that none of the matters set forth on occurrences, facts, conditions or changes arising out of, relating to or resulting from any steps taken by Parent described in Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c5.5(b).

Appears in 2 contracts

Samples: Merger Agreement (Eldorado Resorts, Inc.), Merger Agreement (CAESARS ENTERTAINMENT Corp)

No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred any Parent Material Adverse Effect been no event, change, effect or any event that would reasonably be expected to havedevelopment that, individually or in the aggregateaggregate with other events, changes, effects or developments, has had or reasonably would be expected to have a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 2 contracts

Samples: Merger Agreement (Owens Realty Mortgage, Inc.), Merger Agreement (Ready Capital Corp)

No Parent Material Adverse Effect. Since During the period from the date of this AgreementAgreement to the Closing Date, there shall not have occurred any Parent Material Adverse Effect fact, circumstance, effect, change, event or any event that would reasonably be expected to havedevelopment that, individually or in the aggregate, has had or would reasonably be expected to have a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 2 contracts

Samples: Merger Agreement (PVH Corp. /De/), Merger Agreement (Warnaco Group Inc /De/)

No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred been any Parent Material Adverse Effect event, change, development, occurrence or any event effect that, individually or in the aggregate with all other events, changes, developments, occurrences or effects that has resulted or would reasonably be expected to have, individually or result in the aggregate, a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c)on Parent.

Appears in 2 contracts

Samples: Merger Agreement (Isle of Capri Casinos Inc), Merger Agreement (Eldorado Resorts, Inc.)

No Parent Material Adverse Effect. Since the date of this Agreement, and except as described in Section 7.3(d) of the Parent Disclosure Schedule, there shall not have occurred been any Parent Material Adverse Effect change, event, circumstance, development or any event effect that would reasonably be expected to have, individually or in the aggregate, aggregate has had a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 2 contracts

Samples: Merger Agreement (New Focus Inc), Merger Agreement (Bookham Technology PLC)

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No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred been any Parent Material Adverse Effect change, effect, event, circumstance, occurrence or any event that would reasonably be expected to havestate of facts that, individually or in the aggregate, has had or would reasonably be expected to have a Parent Material Adverse Effect, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or be taken into account in determining whether a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c).

Appears in 1 contract

Samples: Merger Agreement (Brookdale Senior Living Inc.)

No Parent Material Adverse Effect. Since the date of this Agreement, there There shall not have occurred any Parent Material Adverse Effect or since the date of this Agreement, provided, however, that any event that would reasonably be expected to have, individually or foreseeable development in the aggregate, a Parent Material Adverse Effect, except that none of the matters set forth any matter described on Section 6.3(c) of the Parent Disclosure Schedule shall constitute or not be taken into account in when determining whether if a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c)occurred.

Appears in 1 contract

Samples: Merger Agreement (pSivida LTD)

No Parent Material Adverse Effect. Since the date of this Agreement, there shall not have occurred been any Parent Material Adverse Effect or any event that would reasonably be expected to havethat, individually or in the aggregate, a Parent Material Adverse Effecttogether with all other Effects, except that none of the matters set forth on Section 6.3(c) of the Parent Disclosure Schedule shall has constituted or resulted in, or would reasonably be expected to constitute or be taken into account in determining whether result in, a Parent Material Adverse Effect has occurred for purposes of this Section 6.3(c)that is continuing.

Appears in 1 contract

Samples: Merger Agreement (Spectrum Pharmaceuticals Inc)

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