Ordinary Course; No Material Adverse Change. Since December 31, 1998, the Company, has conducted its business in the ordinary course, has not incurred any material obligation, absolute or contingent, or entered into any material transactions not in the ordinary course of business, and has not declared or paid any dividends or distributions on their capital shares or reacquired any of such shares; and, since that date, there has been no change which would, individually or in the aggregate, have a Material Adverse Effect, except as disclosed in the 1998 Form 10-K.
Ordinary Course; No Material Adverse Change. Since the date of the Latest Balance Sheet, the business and affairs of the Parent and the Company have been conducted in the ordinary course and there has been no material adverse change in the financial condition, operating results, assets, operations, business prospects, employee relations or, to the Parent’s or the Company’s knowledge, customer or supplier relations of the Company or the Parent, taken as a whole.
Ordinary Course; No Material Adverse Change. Except as set ------------------------------------------- forth in Schedule 4.12, since December 31, 1995 (i) the business of each of the ---- Buyer and Aquatics has been conducted in the ordinary and regular course thereof, and (ii) there has not been any Material Adverse Effect with respect to Aquatics and its Subsidiaries taken as a whole.
Ordinary Course; No Material Adverse Change. Since March 31, 1999, Ergovision has conducted its business in the ordinary and regular course thereof and there has not been (i) any material adverse change in the assets, business, prospects, financial condition or results of operations of Ergovision, (ii) any damage, destruction or loss, whether or not covered by insurance, which has materially adversely affected the assets or the business of Ergovision or (iii) any event or condition of any character whatsoever the occurrence of which materially adversely affects the assets, business, prospects, financial condition or results of operations of Ergovision.
Ordinary Course; No Material Adverse Change. The business of the Company has been conducted in the ordinary course since the Balance Sheet Date. The Company has not suffered any material adverse change in its business, operations, condition (financial or otherwise) or prospects subsequent to the Balance Sheet Date.
Ordinary Course; No Material Adverse Change. Since December 31, 1997, the Company, except as set forth on Schedule 3.16 hereto, in the Form 10-K or as explicitly contemplated by this Agreement, has conducted its business in the ordinary course, has not incurred any material obligation, absolute or contingent, or entered into any material transactions not in the ordinary course of business, and has not declared or paid any dividends or distributions on its capital shares or reacquired any of such shares; and, since that date, there has been no change which would, individually or in the aggregate, have a Material Adverse Effect.
Ordinary Course; No Material Adverse Change. Since January 1, ------------------------------------------------ 1999, neither the Company nor any of its Subsidiaries has engaged in any other business other than its respective Business. The respective Business of the Company and its Subsidiaries has been conducted in the Ordinary Course of Business since the Balance Sheet Date. Except as set forth in the Latest Financial Statements or as set forth on Section 5.6 of the Disclosure Schedule, neither the Company nor any of its Subsidiaries have suffered any change in their respective Business, operations, condition (financial or otherwise) or prospects subsequent to the Balance Sheet Date which individually or in the aggregate would reasonably be expected to have a Company Material Adverse Effect.
Ordinary Course; No Material Adverse Change. Since February 28, 1999, the Seller and the Principals have conducted the Business and the Company's business in the ordinary and regular course thereof and there has not been (i) any material adverse change in the assets, business, prospects, financial condition or results of operations of the Business or the Company, (ii) any damage, destruction or loss, whether or not covered by insurance, which has materially adversely affected the Business or the assets or the business of the Company or (iii) any event or condition of any character whatsoever the occurrence of which affects or threatens to materially adversely affect the assets, business, prospects, financial condition or results of operations of the Business or the Company.
Ordinary Course; No Material Adverse Change. Since March 31, 1999, SunSource has conducted its business in the ordinary and regular course thereof and there has not been, and at the Closing there shall not have been, (i) any material adverse change in the assets, business, prospects, financial condition or results of operations of SunSource, (ii) any damage, destruction or loss, whether or not covered by insurance, which has materially adversely affected assets or the business of SunSource or (iii) any event or condition of any character whatsoever the occurrence of which affects or threatens to materially adversely affect the assets, business, prospects, financial condition or results of operations of SunSource.
Ordinary Course; No Material Adverse Change. Until the Effective Date of the Merger, each of the Constituent Corporations shall: (i) operate in the ordinary and usual course of business consistent with its board approved budget, purpose and mission; (ii) not enter into any agreement, contract or commitment out of the Ordinary Course of Business to dispose of or acquire, or relating to the disposition or acquisition, of any asset; (iii) not incur any amount of indebtedness or enter into any transaction other than in the Ordinary Course of Business without the approval of the other Constituent Corporation; (iv) not have any material adverse change in the business, financial conditions, operations or results of operation; (v) not change or amend its Articles of Incorporation or By-Laws, as applicable except as otherwise provided herein; and (vi) use its best efforts to preserve intact the business organization, and to preserve the goodwill of those having business relationships with it. Each of the Constituent Corporations shall take all actions necessary in accordance with applicable laws and its Articles of Incorporation and By-Laws, as applicable, to convene meetings promptly to consider and vote upon the adoption of this Agreement.
