Common use of No Undisclosed Material Liabilities Clause in Contracts

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 37 contracts

Samples: Agreement and Plan of Mergers (Charter Communications, Inc. /Mo/), Agreement and Plan of Mergers (Time Warner Cable Inc.), Agreement and Plan of Merger

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No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability or obligation, other than:

Appears in 26 contracts

Samples: Agreement and Plan of Merger (CERNER Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Oracle Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability or obligation, other than:

Appears in 21 contracts

Samples: Agreement and Plan of Merger (Formfactor Inc), Agreement and Plan of Merger (Formfactor Inc), Agreement and Plan of Merger (Formfactor Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 13 contracts

Samples: Transaction Agreement (GHL Acquisition Corp.), Agreement and Plan of Merger (Insurance Management Solutions Group Inc), Agreement and Plan of Merger (Sensory Science Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 12 contracts

Samples: Securities Purchase Agreement (Research Solutions, Inc.), Share Purchase Agreement (China Lodging Group, LTD), Securities Purchase Agreement (Yayi International Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 9 contracts

Samples: Share Exchange Agreement (Viking Minerals Inc.), Share Exchange Agreement (Monarchy Resources, Inc.), Share Exchange Agreement (Monarchy Resources, Inc.)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determineddetermined or determinable, determinable and no existing condition, situation or otherwiseset of circumstances which could reasonably result in such a liability, other than:

Appears in 6 contracts

Samples: Acquisition Agreement (Andain, Inc.), Acquisition Agreement (Andain, Inc.), Acquisition Agreement (Andain, Inc.)

No Undisclosed Material Liabilities. There As of the date hereof, there are no material liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Occidental Petroleum Corp /De/), Agreement and Plan of Merger (Anadarko Petroleum Corp), Agreement and Plan of Merger (Anadarko Petroleum Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 5 contracts

Samples: Stock Purchase Agreement (360 Global Wine Co), Stock Purchase Agreement (360 Global Wine Co), Agreement and Plan of Reorganization and Merger (Parexel International Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Chubb Corp), Stock Purchase Agreement (Chubb Corp), Stock Purchase Agreement (Jefferson Pilot Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, which, individually or in the aggregate, would reasonably be expected to be material to the business of the Company and its Subsidiaries taken as a whole, other than:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Lee Thomas H Equity Fund Iii L P), Agreement and Plan of Merger (Donaldson Lufkin & Jenrette Inc /Ny/), Agreement and Plan of Merger (Apollo Investment Fund Iii Lp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Tandem Computers Inc /De/), Agreement and Plan of Merger (Compaq Computer Corp), Agreement and Plan of Merger (Emerson Electric Co)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 4 contracts

Samples: Stock and Asset Purchase Agreement, Stock Purchase Agreement (Shanda Games LTD), Stock and Asset Purchase Agreement (Arrowhead Research Corp)

No Undisclosed Material Liabilities. (a) There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Perceptron Inc/Mi), Agreement and Plan of Merger (Afc Cable Systems Inc), Agreement and Plan of Merger (Afc Cable Systems Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of Neither the Company or nor any of its Subsidiaries of has any kind whatsoeverliabilities or obligations, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Usf Corp), Agreement and Plan of Merger (Yellow Roadway Corp), Agreement and Plan of Merger (Yellow Roadway Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (Gibson Greetings Inc), Agreement and Plan of Merger (Gibson Greetings Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 3 contracts

Samples: Unit Purchase Agreement (Express Parent LLC), Unit Purchase Agreement (Express Parent LLC), Unit Purchase Agreement (Limited Brands Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Company Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability, other than:

Appears in 3 contracts

Samples: Investment Agreement (Sovereign Bancorp Inc), Investment Agreement (Banco Santander Central Hispano Sa), Investment Agreement (Banco Santander Central Hispano Sa)

No Undisclosed Material Liabilities. There To the Company's knowledge, there are no liabilities or obligations of the Company or any of its Subsidiaries subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Intek Global Corp), Agreement and Plan of Merger (Intek Global Corp), Agreement and Plan of Merger (Securicor International LTD)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability or obligation, other than:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Asa Holdings Inc), Agreement and Plan of Merger (Delta Air Lines Inc /De/), Agreement and Plan of Merger (Compaq Boston Inc)

No Undisclosed Material Liabilities. There Other than in the ordinary course of business, there are no material liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 3 contracts

Samples: Purchase Agreement (Jones Apparel Group Inc), Purchase Agreement (Kasper a S L LTD), Purchase Agreement (Kasper a S L LTD)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability, other than:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Fcy Acquisition Corp), Agreement and Plan of Merger (Charming Shoppes Inc), Agreement and Plan of Merger (Catherines Stores Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Harry & David Holdings, Inc.), Agreement and Plan of Merger (Dominos Pizza Government Services Division Inc), Recapitalization Agreement (Knowles Electronics LLC)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 3 contracts

Samples: Employment Agreement (Vfinance Inc), Employment Agreement (National Holdings Corp), Agreement and Plan of Merger (Datum Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Company Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, of a nature required to be disclosed on a balance sheet or in the related notes to consolidated financial statements prepared in accordance with GAAP, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Webtrends Corp), Agreement and Plan of Merger (Netiq Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether interest-bearing indebtedness, or liabilities accrued, contingent, absolute, determined, determinable or otherwise, other thanthan liabilities:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Unilife Corp), Securities Purchase Agreement (Ap Pharma Inc /De/)

No Undisclosed Material Liabilities. There are no Material liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Symmetricom Inc), Agreement and Plan of Merger (Truetime Inc)

No Undisclosed Material Liabilities. (a) There are no liabilities or obligations (whether direct or indirect, known or unknown, absolute or contingent, liquidated or unliquidated, accrued or unaccrued, matured or unmatured) of the any Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Decrane Holdings Co), Stock Purchase Agreement (Decrane Aircraft Holdings Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations None of the Company or any of its Subsidiaries has any liabilities or obligations of any kind whatsoevernature, whether accrued, contingent, absolute, determined, determinable absolute or otherwise, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Commonwealth Telephone Enterprises Inc /New/), Agreement and Plan of Merger (Citizens Communications Co)

No Undisclosed Material Liabilities. There are no liabilities liabilities, commitments or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be likely to result in such a liability, commitment or obligation, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fedex Corp), Agreement and Plan of Merger (American Freightways Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Company Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Advanstar Inc), Agreement and Plan of Merger (Ohio Casualty Corp)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable determinable, asserted, unasserted or otherwise, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ascential Software Corp), Agreement and Plan of Merger (Mercator Software Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Consolidated Stores Corp /De/), Agreement and Plan of Merger (Premier Industrial Corp)

No Undisclosed Material Liabilities. (a) There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, which would be required to be reflected on a balance sheet, or in the notes thereto, prepared in accordance with GAAP, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Comshare Inc), Agreement and Plan of Merger (Comshare Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the any Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwisekind, other than:

Appears in 2 contracts

Samples: Stock Purchase Agreement (V F Corp), Stock Purchase Agreement (Nalco Energy Services Equatorial Guinea LLC)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, otherwise other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Vans Inc)

No Undisclosed Material Liabilities. There To the knowledge of the Company, there are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Compagnie De Saint Gobain), Agreement and Plan of Merger (Brunswick Technologies Inc)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability or obligation, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pw Eagle Inc), Agreement and Plan of Merger (Pw Eagle Inc)

No Undisclosed Material Liabilities. There As of the date hereof, there are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwiseotherwise that are material to the Company and its Subsidiaries, taken as a whole, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Noble Energy Inc), Agreement and Plan of Merger (Noble Energy Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Timberland Co)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability or obligation, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Major Realty Corp), Agreement and Plan of Merger (Apb Acquisition Corp)

No Undisclosed Material Liabilities. There are no ----------------------------------- liabilities or obligations of the Company or any Subsidiary of its Subsidiaries the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Inference Corp /Ca/), Agreement and Plan of Merger (Inference Corp /Ca/)

No Undisclosed Material Liabilities. There are (a) no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is (b) no existing conditions, situations or set of circumstances which would reasonably be expected to result in such a liability, in each case other than:

Appears in 2 contracts

Samples: Agreement and Plan of Amalgamation (Flag Telecom Group LTD), Agreement and Plan of Amalgamation (Flag Telecom Group LTD)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Compaq Dallas Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Plan of Merger (Ratexchange Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwiseotherwise ("Liabilities"), other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sola International Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company Purchaser or any of its Subsidiaries subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Asset Purchase Agreement (Terayon Communication Systems)

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No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of and its Subsidiaries Subsidiaries, taken as a whole, of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Recapitalization and Stock Purchase Agreement (Werner Holding Co Inc /De/)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which would reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Share Purchase Agreement (Ku6 Media Co., LTD)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:,

Appears in 1 contract

Samples: Agreement and Plan of Merger (Webgain Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwiseotherwise and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eloqua, Inc.)

No Undisclosed Material Liabilities. (a) There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Stock Purchase Agreement (1 800 Flowers Com Inc)

No Undisclosed Material Liabilities. There are no material ----------------------------------- liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Compaq Computer Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entex Information Services Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and to the knowledge of the Company, there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Boston Restaurant Associates Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and to the knowledge of the Company there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability or obligation other than:

Appears in 1 contract

Samples: Acquisition Agreement (Advanced Micro Devices Inc)

No Undisclosed Material Liabilities. There are no liabilities liabilities, commitments or obligations (whether pursuant to contract or otherwise) of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwiseSubsidiary, other than:

Appears in 1 contract

Samples: Stock Purchase Agreement (Concord Communications Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that is reasonably likely to result in such a liability or obligation, other than:: Table of Contents

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transkaryotic Therapies Inc)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bass America Inc)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Phoenix Technologies LTD)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and, to the Knowledge of the Company, there is no existing condition, situation or set of circumstances that could reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netiq Corp)

No Undisclosed Material Liabilities. 12.1 There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement (Abcam PLC)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Acquired Companies of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Communications Sales & Leasing, Inc.)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that is reasonably likely to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shire Pharmaceuticals Group PLC)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gn Great Nordic LTD)

No Undisclosed Material Liabilities. There are no liabilities or obligations ob- ligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Mergers

No Undisclosed Material Liabilities. There are no liabilities or obligations obligations, including those relating to material guarantees, indemnities or variable interest entities, of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fedex Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, required, if known, to be reflected or reserved against on a consolidated balance sheet of the Company prepared in accordance with GAAP, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tanning Technology Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alexion Pharmaceuticals, Inc.)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:and

Appears in 1 contract

Samples: Agreement and Plan of Merger (Computational Systems Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, including without limitation any off-balance sheet indebtedness or guarantees, and there is no existing condition, situation or set of circumstances that would reasonably be expected to result in such a liability or obligation, other than:

Appears in 1 contract

Samples: Purchase Agreement (Westar Industries Inc)

No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Defense Industries Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rj Reynolds Tobacco Holdings Inc)

No Undisclosed Material Liabilities. There are no material liabilities (individually or obligations in the aggregate) of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sitel Corp)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

Appears in 1 contract

Samples: Sale Agreement (Wilsons the Leather Experts Inc)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries Subsidiary of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability or obligation, other thanthan as set forth below:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Delta Air Lines Inc /De/)

No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, and there is no existing condition, situation or set of circumstances that has resulted, or would reasonably be expected to result, in such a liability or obligation, other than:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zoll Medical Corp)

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