Common use of No Undisclosed Liabilities; Absence of Changes Clause in Contracts

No Undisclosed Liabilities; Absence of Changes. Except as and to the extent publicly disclosed by the Company in the Company SEC Reports, the Company does not have any liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be required by generally accepted accounting principles to be reflected on a balance sheet of the Company (including the notes thereto), except for such liabilities or obligations incurred by the Company in the ordinary course of its business after the date of the SEC Reports, or that would have a Company Material Adverse Effect. Except as publicly disclosed by the Company, since April 30, 1996, (i) there has not been any Company Material Adverse Effect; (ii) the businesses of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither the Company nor any Company Subsidiary has incurred any liabilities of any nature, whether or not accrued, contingent or otherwise, which could reasonably be expected to have, and there have been no events, changes or effects with respect to the Company having or which reasonably could be expected to have, a Company Material Adverse Effect; and (iv) there has not been any revaluation by the Company of any of its assets having a Company Material Adverse Effect, including, without limitation, any write-down of the value of any assets or writing off notes or accounts receivable other than in the ordinary course of business.

No Undisclosed Liabilities; Absence of Changes. Except as and to the extent publicly disclosed by the Company in the Company SEC ReportsDecember 31, the Company does not have 2003 audited statements, none of Your Domain or its subsidiaries had any liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be required by generally accepted accounting principles to be reflected on a consolidated balance sheet of the Company Your Domain and its consolidated subsidiaries (including the notes thereto), except for such liabilities ) or obligations incurred by the Company in the ordinary course of its business after the date of the SEC Reports, or that which would have a Company Material Adverse Effect. Effect on Your Domain Except as publicly disclosed by the CompanyYour Domain, since April 30, 1996, (i) there has not been any Company Material Adverse Effect; (ii) the businesses none of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither the Company nor any Company Subsidiary Your Domain or its subsidiaries has incurred any liabilities of any nature, whether or not accrued, contingent or otherwise, which could reasonably be expected to have, and there have been no events, changes or effects with respect to the Company Your Domain or its subsidiaries having or which could reasonably could be expected to have, a Company Material Adverse Effect; Effect on Your Domain. Except as and (iv) to the extent disclosed by Your Domain there has not been (i) any material change by Your Domain in its accounting methods, principles or practices (other than as required after the date hereof by concurrent changes in generally accepted accounting principles), (ii) any revaluation by the Company Your Domain of any of its assets having a Company Material Adverse EffectEffect on Your Domain, including, without limitation, any write-down of the value of any assets or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or (iii) any other action or event that would have required the consent of any other party hereto pursuant to Section 4.1 of this Agreement had such action or event occurred after the date of this Agreement.

No Undisclosed Liabilities; Absence of Changes. Except The Companies and the Subsidiaries (taken as and to the extent publicly disclosed by the Company in the Company SEC Reports, the Company does a whole) do not have any material obligations or liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be which are required by generally accepted accounting principles to be reflected or reserved on a balance sheet in conformity with GAAP applied on a basis consistent with the preparation of the Company Interim Balance Sheet, or any claim, liability or assessment of any nature (including matured, unmatured, fixed or contingent) material to the notes thereto)Companies and the Subsidiaries (taken as a whole) or any fact or circumstance which is reasonably likely to lead to such a claim, except liability or assessment being asserted, for such liabilities which an unfavorable outcome is reasonably possible, other than (i) those set forth or obligations adequately provided for in the Interim Balance Sheet, (ii) those incurred by since the Company Interim Balance Sheet Date in the ordinary course of its business after the date of the SEC Reports, or that would have a Company Material Adverse Effect. Except as publicly disclosed by the Company, since April 30, 1996, (i) there has not been any Company Material Adverse Effect; (ii) the businesses of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither practice which, individually or in the Company nor any Company Subsidiary has incurred any liabilities of any natureaggregate, whether are not material in nature or amount and would not accrued, contingent or otherwise, which could reasonably be expected to have, and there have been no events, changes or effects with respect to the Company having or which reasonably could be expected to have, a Company Material Adverse Effect; and (iv) there has not been any revaluation by the Company of any of its assets having constitute a Company Material Adverse Effect, including, without limitation, any write-down and (iii) those set forth on Section 4.8 of the value SP Disclosure Schedule. Except for the negotiation and execution of this Agreement and the Ancillary Agreements, the implementation of the Reorganization Activities, or as set forth on Section 4.8 of the SP Disclosure Schedule, at all times since the Interim Balance Sheet Date, the Companies and the Subsidiaries (taken as a whole) have conducted the Business in all material respects only in, and have not engaged in any assets or writing off notes or accounts receivable material transaction other than in in, the ordinary course of business.business consistent with past practices, and there has not been any:

No Undisclosed Liabilities; Absence of Changes. Except as and to the extent publicly disclosed by set forth in Section 2.11 of the Company in Disclosure Schedule, as of May 4, 1998, none of the Company SEC Reports, the Company does not have or its Subsidiaries had any liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be required by generally accepted accounting principles to be reflected on a consolidated balance sheet of the Company and its Subsidiaries ("Liabilities") (including the notes thereto)) or which would have, except for such liabilities individually or obligations incurred by the Company in the ordinary course of its business after the date of the SEC Reportsaggregate, or that would have a Company Material Adverse Effect. Except as publicly disclosed by the Company, since April 30, 1996, (i) there has not been any Company Material Adverse Effect; (ii) the businesses and except as set forth in Section 2.11 of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither Disclosure Schedule, since May 4, 1998, none of the Company nor any Company Subsidiary or its Subsidiaries has incurred any liabilities Liabilities of any nature, whether or not accrued, contingent or otherwise, which could reasonably be expected to would have, and there have been no events, changes or effects with respect to the Company having or which reasonably could be expected to haveits Subsidiaries having, individually or in the aggregate, a Company Material Adverse Effect; . Except as publicly disclosed and (iv) except as disclosed in Section 2.11 of the Company Disclosure Schedule and Section 4.1 of the Company Disclosure Schedule, since May 4, 1998, the Company and its Subsidiaries have conducted their business in the ordinary course consistent with past practice and there has not been any revaluation by the Company event, occurrence or development or state of any of its assets having a Company Material Adverse Effect, including, without limitation, any write-down of the value of any assets circumstances or writing off notes or accounts receivable other than facts as described in the ordinary course of businessSections 4.1(a) through 4.1(r).

No Undisclosed Liabilities; Absence of Changes. Except as and to the extent publicly disclosed by the Company in the Company SEC ReportsDecember 31, the Company does not have 1999 audited financial statements, none of TAM or its subsidiaries had any liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be required by generally accepted accounting principles to be reflected on a consolidated balance sheet of the Company TAM and its consolidated subsidiaries (including the notes thereto), except for such liabilities ) or obligations incurred by the Company in the ordinary course of its business after the date of the SEC Reports, or that which would have a Company Material Adverse EffectEffect on TAM. Except as publicly disclosed by the CompanyTAM, since April 30, 1996, (i) there has not been any Company Material Adverse Effect; (ii) the businesses none of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither the Company nor any Company Subsidiary TAM or its subsidiaries has incurred any liabilities of any nature, whether or not accrued, contingent or otherwise, which could reasonably be expected to have, and there have been no events, changes or effects with respect to the Company TAM or its subsidiaries having or which could reasonably could be expected to have, a Company Material Adverse Effect; Effect on TAM. Except as and (iv) to the extent disclosed by TAM there has not been (i) any material change by TAM in its accounting methods, principles or practices (other than as required after the date hereof by concurrent changes in generally accepted accounting principles), (ii) any revaluation by the Company TAM of any of its assets having a Company Material Adverse EffectEffect on TAM, including, without limitation, any write-down of the value of any assets or writing off notes or accounts receivable other than in the ordinary course of businessbusiness or (iii) any other action or event that would have required the consent of any other party hereto pursuant to Section 4.2 of this Agreement had such action or event occurred after the date of this Agreement.

No Undisclosed Liabilities; Absence of Changes. Except as and to the extent publicly disclosed by Company in Company SEC Reports or in Section 2.8 of the Company in the Disclosure Schedule, none of Company SEC Reports, the Company does not have or its subsidiaries has any liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that would be required by generally accepted accounting principles to be reflected on a consolidated balance sheet of the Company (including the notes thereto), except for such other than liabilities or obligations incurred by the Company in the ordinary course of its business after since December 12, 1998, none of which, individually or in the date of the SEC Reportsaggregate, or that would have a Company Material Adverse EffectEffect on Company. Except as publicly disclosed by Company in Company SEC Reports or as set forth in Section 2.8 of the CompanyCompany Disclosure Schedule, since April 30December 12, 19961998, (ia) Company and its subsidiaries have conducted their respective businesses and operations in the ordinary course of business consistent with past practice, and (b) there has not been occurred (i) any Company Material Adverse Effect; events, changes, or effects (ii) including the businesses incurrence of the Company and each Company Subsidiary have been conducted only in the ordinary course and in a manner consistent with past practice; (iii) neither the Company nor any Company Subsidiary has incurred any liabilities of any nature, whether or not accrued, contingent or otherwise) having or, which could would be reasonably be expected likely to have, individually or in the aggregate, a Material Adverse Effect on Company and there have been no eventsits subsidiaries; (ii) any declaration, changes setting aside or effects payment of any dividend or other distribution (whether in cash, stock or property) with respect to the equity interests of Company having or which reasonably could be expected to have, a Company Material Adverse Effect; and (iv) there has not been any revaluation by the Company of any of its assets having a Company Material Adverse Effectsubsidiaries, including, without limitation, any write-down of the value of any assets or writing off notes or accounts receivable other than dividends paid by wholly-owned subsidiaries; or (iii) any material change by Company or any of its subsidiaries in the ordinary course of businessaccounting principles or methods, except insofar as may be required by a change in generally accepted accounting principles.