Common use of Representations and Warranties; No Event of Default; No Material Adverse Effect Clause in Contracts

Representations and Warranties; No Event of Default; No Material Adverse Effect. The following statements shall be true and correct: (i) the representations and warranties contained in Article VI and in each other Funding Document, certificate or other writing delivered to the Agent or any Holder pursuant hereto or thereto on or prior to the Closing Date are true and correct on and as of the Closing Date as though made on and as of such date, (ii) no Default or Event of Default shall have occurred and be continuing on the Closing Date or would result from this Agreement or the other Funding Documents becoming effective in accordance with its or their respective terms, (iii) since December 31, 2006, there shall have been no change in the financial condition, operations, business, assets, liabilities or prospects of the Obligors, taken as a whole, except losses set forth in the Financial Statements and changes that individually or in the aggregate could not reasonably be expected to have a Material Adverse Effect and (iv) there shall be no fact known to any Obligor that could reasonably be expected to have a Material Adverse Effect that has not been set forth herein or in the other Funding Documents, other than changes in the economy or the law generally affecting the Obligors’ industry.

Appears in 2 contracts

Samples: Securities Purchase Agreement (FriendFinder Networks Inc.), Securities Purchase Agreement (FriendFinder Networks Inc.)

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Representations and Warranties; No Event of Default; No Material Adverse Effect. The following statements shall be true and correct: (i) the representations and warranties contained in Article VI and in each other Funding Document, certificate or other writing delivered to the Agent or any Holder pursuant hereto or thereto on or prior to the Closing Date are true and correct on and as of the Closing Date as though made on and as of such date, (ii) no Default or Event of Default shall have occurred and be continuing on the Closing Date or would result from this Agreement or the other Funding Documents (other than those expressly waived pursuant to the Purchase Agreement Amendment) becoming effective in accordance with its or their respective terms, (iii) since December 31, 20062005, there shall have been no change in the financial condition, operations, business, assets, liabilities or prospects of the Obligors, taken as a whole, except losses set forth in the Financial Statements and changes that individually or in the aggregate could not reasonably be expected to have a Material Adverse Effect and (iv) there shall be no fact known to any Obligor that could reasonably be expected to have a Material Adverse Effect that has not been set forth herein or in the other Funding Documents, other than changes in the economy or the law generally affecting the Obligors’ industry.

Appears in 2 contracts

Samples: Securities Purchase Agreement (FriendFinder Networks Inc.), Securities Purchase Agreement (FriendFinder Networks Inc.)

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Representations and Warranties; No Event of Default; No Material Adverse Effect. The following statements shall be true and correct: (i) the representations and warranties contained in Article VI and in each other Funding Document, certificate or other writing delivered to the Agent or any Holder pursuant hereto or thereto on or prior to the Closing Date are true and correct on and as of the Closing Date as though made on and as of such date, (ii) no Default or Event of Default shall have occurred and be continuing on the Closing Date or would result from this Agreement or the other Funding Documents becoming effective in accordance with its or their respective terms, (iii) since December 31, 2006, there shall have been 34 no change in the financial condition, operations, business, assets, liabilities or prospects of the Senior Subordinated Obligors, taken as a whole, except losses set forth in the Financial Statements and changes that individually or in the aggregate could not reasonably be expected to have a Material Adverse Effect and (iv) there shall be no fact known to any Obligor that could reasonably be expected to have a Material Adverse Effect that has not been set forth herein or in the other Funding Documents, other than changes in the economy or the law generally affecting the Obligors’ industry.

Appears in 2 contracts

Samples: Sellers’ Securities Agreement (FriendFinder Networks Inc.), Sellers’ Securities Agreement (FriendFinder Networks Inc.)

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