Common use of Undisclosed Liabilities Clause in Contracts

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 47 contracts

Samples: Exchange Agreement (Golden Sand Holdings Corp), Acquisition and Stock Exchange Agreement (She Beverage Company, Inc.), Acquisition and Stock Exchange Agreement (She Beverage Company, Inc.)

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Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwiseunaccrued, matured or unmatured or otherwise (“Liabilities”), except (a) except for liabilities or obligations those which are adequately reflected or reserved against in the Company Financial Statements Balance Sheet as of the Balance Sheet Date, and (b) those which have been incurred in the ordinary course of business consistent with past practice since the Balance Sheet Date and which are not, individually or such liabilities or obligations disclosed in Schedule 2.01(g)the aggregate, material in amount.

Appears in 15 contracts

Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc), Equity Purchase Agreement (OneWater Marine Inc.), Limited Liability Company Purchase Agreement (HomeSmart Holdings, Inc.)

Undisclosed Liabilities. The Each of the Existing Company Entities has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 6 contracts

Samples: Agreement and Plan of Share Exchange (Yubo International Biotech LTD), Agreement and Plan of Share Exchange (Yubo International Biotech LTD), Share Exchange Agreement (First China Pharmaceutical Group, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature liability (whether fixed or unfixed, secured or unsecured, known or unknown unknown, whether absolute or contingent, whether liquidated or unliquidated and whether absolutedue or to become due), except for (a) liabilities accrued, contingentreflected, or otherwise) except for liabilities or obligations reflected or reserved against on the Financial Statements, (b) liabilities which have arisen since the Balance Sheet Date, in the Company Financial Statements ordinary course of business, (c) contractual or statutory liabilities incurred in the ordinary course of business or such business, and (d) liabilities or obligations disclosed in Schedule 2.01(g)which would not have a Material Adverse Effect on the Company.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Champions Biotechnology, Inc.), Agreement and Plan of Merger (Inferx Corp), Agreement and Plan of Merger (Inferx Corp)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Financial Statements Statements, incurred in the ordinary course of business after the Company Balance Sheet Date, or such liabilities or obligations disclosed in Schedule 2.01(g)3.19.

Appears in 5 contracts

Samples: Share Exchange Agreement (Coretec Group Inc.), Share Exchange Agreement (3dicon Corp), Registration Rights Agreement (Cell Source, Inc.)

Undisclosed Liabilities. The To the Knowledge of the Company, the Company has no material liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course Ordinary Course of business or Business, such liabilities or obligations disclosed in Schedule 2.01(g)) or such liabilities or obligations which would not likely result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Exchange Agreement (Traqer Corp), Exchange Agreement (Stuart King Capital Corp), Exchange Agreement (Freebutton, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whatsoever, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for liabilities or obligations , which are not reflected or reserved against provided for in the Company Financial Statements except accounts payable and accrued expenses arising after the date of the Financial Statements which were incurred in the ordinary course of business or such liabilities or obligations disclosed business, in Schedule 2.01(g)each case in normal amounts and none of which is materially adverse.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Zone 4 Play Inc), Stock Purchase Agreement (Old Goat Enterprises Inc), Stock Purchase Agreement (Zone 4 Play Inc)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Consolidated Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Statements.

Appears in 4 contracts

Samples: Share Purchase/ Exchange Agreement (Tengjun Biotechnology Corp.), Share Purchase/ Exchange Agreement (Wave Sync Corp.), Share Purchase Agreement (Imperial Garden & Resort, Inc.)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Financial Statements Statements, incurred in the ordinary course of business after the Company Balance Sheet Date, or such liabilities or obligations disclosed in Schedule 2.01(g)3.18.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Synergy CHC Corp.), Agreement and Plan of Merger (Synergy CHC Corp.), Agreement and Plan of Merger (Oro Capital Corporation, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g2.01(r).

Appears in 3 contracts

Samples: Membership Interests Purchase Agreement (Marine Drive Mobile Corp.), Membership Interests Purchase Agreement (Marine Drive Mobile Corp.), Membership Interests Purchase Agreement (Marine Drive Mobile Corp.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whatsoever, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for liabilities or obligations , which are not reflected or reserved against provided for in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).Statements. 未公开的债务:公司不存在任何已发生或可能发生的负债、义务,且未在财务报表中反映出来。

Appears in 3 contracts

Samples: Stock Purchase Agreement (China Intelligence Information Systems Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whatsoever, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for liabilities or obligations , which are not reflected or reserved against provided for in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Statements.

Appears in 3 contracts

Samples: Stock Purchase Agreement (China VoIP & Digital Telecom Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements disclosed to Pubco incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 3 contracts

Samples: Stock Purchase Agreement (Recursos Montana S.A.), Asset Purchase Agreement (XcelMobility Inc.), Asset Purchase Agreement (Indo Global Exchange(s) Pte, Ltd.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements or incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)since the Company Balance Sheet Date.

Appears in 2 contracts

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

Undisclosed Liabilities. The Company has no liabilities does not have any Liabilities, debts or obligations of any nature (nature, whether fixed or unfixed, secured or unsecured, known or unknown and whether absoluteunknown, accrued, absolute, fixed, contingent, liquidated, unliquidated, or otherwiseotherwise and whether or not due (collectively, “Obligations”), other than Obligations (a) except for liabilities or obligations that were reflected or reserved against in on the Company Financial Statements Statements, (b) disclosed on Schedule 4.6 attached hereto or (c) that were incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)business.

Appears in 2 contracts

Samples: Membership Interest Purchase and Contribution Agreement (I3 Verticals, Inc.), Membership Interest Purchase and Contribution Agreement (I3 Verticals, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations to the extent reflected or reserved against in the Company Financial Statements Company's Balance Sheet, whether accrued, absolute, contingent or otherwise, including, without limitation, tax liabilities and interest due or to become due, except as may have been incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)since the date of the Financial Statements.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Voxcom Holdings Inc), Stock Purchase Agreement (Voxcom Holdings Inc)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwise) unaccrued, matured or unmatured or otherwise (“Liabilities”), except for liabilities those which are adequately reflected in Section 3.07 of the Disclosure Schedules, and which are not, individually or obligations reflected or reserved against in the Company Financial Statements incurred aggregate, material in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)amount.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Argo Blockchain PLC), Agreement and Plan of Merger (Argo Blockchain PLC)

Undisclosed Liabilities. The Company and each of its Subsidiaries has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Financial Statements Statements, incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)after the Company Balance Sheet Date.

Appears in 2 contracts

Samples: Share Exchange Agreement (Lin Zhenzhu), Share Exchange Agreement (Heyu Biological Technology Corp)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements SEC Documents incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)business.

Appears in 2 contracts

Samples: Share Exchange Agreement (Big Time Holdings, Inc.), Share Exchange Agreement (Big Time Holdings, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 2 contracts

Samples: Stock Purchase Agreement (XcelMobility Inc.), Share Exchange Agreement (Transit Management Holding Corp)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Financial Statements Statements, incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)after the Company Balance Sheet Date.

Appears in 2 contracts

Samples: Share Exchange Agreement (Cardigant Medical Inc.), Service Agreement (Cardigant Medical Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 2 contracts

Samples: Stock Exchange Agreement, Stock Exchange Agreement (Integrated Inpatient Solutions, Inc.)

Undisclosed Liabilities. The Company has no liabilities material liabilities, obligations, or obligations commitments of any nature (whatsoever, whether fixed asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwise) unaccrued, matured or unmatured, liquidated or unliquidated or otherwise (collectively, “Liabilities”), except for liabilities or obligations reflected or reserved against in (a) Liabilities under the Company Financial Statements incurred in executory portion of any Existing Contract and (b) Liabilities under any of the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Transaction Documents.

Appears in 2 contracts

Samples: Share Purchase Agreement (TH International LTD), Share Purchase Agreement (TH International LTD)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against disclosed in writing to the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Guar Global Ltd.), Share Exchange Agreement (Stevia Corp)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)liabilities.

Appears in 1 contract

Samples: Share Exchange Agreement (Marine Drive Mobile Corp.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations otherwise disclosed to Chuma in Schedule 2.01(g)the due diligence process.

Appears in 1 contract

Samples: Share Exchange Agreement (Chuma Holdings, Inc.)

Undisclosed Liabilities. The Company has no material liabilities or obligations of any nature (whether fixed or unfixednature, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for , other than liabilities or obligations reflected (a) accrued or reserved against for on the balance sheets included in the Company Financial Statements incurred Statements, (b) set forth in the ordinary course Disclosure Schedule, or (c) incurred after the date of business or such liabilities or obligations disclosed most recent balance sheet in Schedule 2.01(g)the Ordinary Course of Business.

Appears in 1 contract

Samples: Purchase Agreement (United American Healthcare Corp)

Undisclosed Liabilities. The Company has no does not have any liabilities or obligations of any nature (whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) ), except for liabilities or obligations reflected or reserved against (i) disclosed on Schedule 5.09 hereto, (ii) disclosed in the Company Financial Statements Statements, (iii) arising in the ordinary course of business consistent with past practice under any Material Contract, or (iv) incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)consistent with past practices since December 31, 2009.

Appears in 1 contract

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

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or unaccrued, matured or unmatured or otherwise) , except for liabilities or obligations reflected or reserved against in the Company Financial Statements those which have been incurred in the ordinary course of business consistent with past practice since and which are not, individually or such liabilities or obligations disclosed in Schedule 2.01(g)the aggregate, material in amount.

Appears in 1 contract

Samples: Share Purchase Agreement (American BioCare, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) ), except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)business.

Appears in 1 contract

Samples: Share Exchange Agreement (Vortex Blockchain Technologies Inc.)

Undisclosed Liabilities. The Company has no does not have any liabilities or obligations of any nature (whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) ), except for liabilities or obligations reflected or reserved against (i) disclosed on Schedule 5.09 hereto, (ii) disclosed in the Company Financial Statements Statements, (iii) arising in the ordinary course of business consistent with past practice under any Subsisting Contract or (iv) incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)consistent with past practice since December 31, 1998.

Appears in 1 contract

Samples: Stock Purchase Agreement (Official Information Co)

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Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)) .

Appears in 1 contract

Samples: Stock Purchase Agreement (Unseen Solar Inc)

Undisclosed Liabilities. The Company has no material liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements or as otherwise disclosed to Buyer, except current liabilities incurred in the ordinary course of business or such liabilities or obligations disclosed since the date of the last balance sheet included in Schedule 2.01(g)the Financial Statements.

Appears in 1 contract

Samples: Stock Purchase Agreement (IMAC Holdings, Inc.)

Undisclosed Liabilities. The Company has no liabilities or ------------------------ obligations of any nature (whatsoever, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for liabilities or obligations , which are not reflected or reserved against provided for in the Company Financial Statements except (i) accounts payable and accrued expenses arising after the date of the Financial Statements which were incurred in the ordinary course of business or such business, in each case in normal amounts and none of which is materially adverse, and (ii) liabilities or obligations disclosed as and to the extent specifically described in Schedule 2.01(g)2.12.

Appears in 1 contract

Samples: Stock Purchase Agreement (Crawford Lake Mining Inc.)

Undisclosed Liabilities. (a) The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwiseunaccrued, matured or unmatured or otherwise (“Liabilities”) except for the liabilities or obligations reflected or reserved against in set forth on Section 3.11(a) of the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Disclosure Schedules.

Appears in 1 contract

Samples: Stock Purchase Agreement (Edgar Express, Inc.)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwise) unaccrued, matured or unmatured or otherwise (“Liabilities”), except for liabilities or obligations those which are adequately reflected or reserved against in the Company Financial Statements incurred in Balance Sheet as of the ordinary course of business Balance Sheet Date or such liabilities or obligations as otherwise disclosed in Schedule 2.01(g)Section 4.07 the Disclosure Schedules.

Appears in 1 contract

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

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwiseunaccrued, matured or unmatured or otherwise ("Liabilities"), except (a) except for liabilities or obligations reflected or reserved against those which are set forth in Section 3.07 of the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Disclosure Schedule.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Body & Mind Inc.)

Undisclosed Liabilities. The Company has no liabilities debt, liability or obligations of any nature (obligation, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise, including any liability or obligation on account of taxes or any governmental charges, penalty, interest or fines, except: (i) except for those liabilities or obligations reflected or reserved against in the Company Financial Statements Statements; or (ii) liabilities incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)(other than contingent liabilities) since December 31, 1996, none of which has a material adverse effect on the financial condition of the Company.

Appears in 1 contract

Samples: Partnership Interest Purchase Agreement (Paxson Communications Corp)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations, indebtedness or obligations of any nature (commitments, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except for liabilities or obligations reflected or reserved against , which are not disclosed in the Company Financial Statements or referred to or disclosed herein, other than liabilities, obligations and indebtedness incurred in the ordinary course Normal Course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Business.

Appears in 1 contract

Samples: Share Purchase Agreement (Ballantyne of Omaha Inc)

Undisclosed Liabilities. The Except as set forth or reflected on the Financial Statements or the Unaudited Statements (or specifically described in the notes thereto), none of the Company or its subsidiaries has no any material liabilities or obligations of any nature (whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, unasserted or otherwise) except for liabilities or and obligations reflected or reserved against incurred since the date of the most recent balance sheet included in the Company Financial Unaudited Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)business.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lycos Inc)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwise) except for liabilities unaccrued, matured or obligations reflected unmatured or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(gotherwise (“Liabilities”).

Appears in 1 contract

Samples: Stock Purchase Agreement (Nanobeak, Inc.)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g).

Appears in 1 contract

Samples: Share Purchase/ Exchange Agreement (Jialijia Group Corp LTD)

Undisclosed Liabilities. The Company has no liabilities or obligations oBIABigations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations oBIABigations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations oBIABigations disclosed in Schedule 2.01(g).

Appears in 1 contract

Samples: Exchange Agreement (Tenaya Group, Inc.)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations, or obligations commitments of any nature (whatsoever, whether fixed or unfixedasserted, secured or unsecuredknown, known or unknown and whether absolute, accrued, contingentmatured, or otherwise) otherwise (collectively, "Liabilities"), except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Notes.

Appears in 1 contract

Samples: Termination Agreement and Release (SYBLEU Inc)

Undisclosed Liabilities. The Notwithstanding any liabilities listed on the Company Financial Statements, the Company has no liabilities or obligations of any nature (whether fixed or unfixedkind, secured or unsecured, known or unknown and unsecured (whether absolute, accrued, contingent, contingent or otherwise) except for liabilities otherwise and whether due or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(gto become due).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medallion Financial Corp)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)business.

Appears in 1 contract

Samples: Share Exchange Agreement (Sona Resources, Inc.)

Undisclosed Liabilities. The Company has no liabilities liabilities, obligations or obligations commitments of any nature (whether fixed whatsoever, asserted or unfixed, secured or unsecuredunasserted, known or unknown and whether absoluteunknown, accrued, absolute or contingent, accrued or otherwise) unaccrued, matured or unmatured or otherwise (“Liabilities”), except for liabilities or obligations those which are adequately reflected or reserved against in the Company Company’s Financial Statements incurred or as already disclosed to Buyer in the ordinary course of business or such liabilities or obligations disclosed writing and acknowledged in Schedule 2.01(g)writing by Buyer prior to Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Edison Nation, Inc.)

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Financial Statements Statements, incurred in the ordinary course of business after the Company Balance Sheet Date, or such liabilities or obligations disclosed in Schedule 2.01(g)3.17.

Appears in 1 contract

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

Undisclosed Liabilities. The Company has no liabilities or monetary obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for such liabilities or obligations reflected or reserved against in the Company Company’s Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)Statements.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Imperial Garden & Resort, Inc.)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absoluteunknown, accruedabsolute or contingent, contingentliquidated, due, accrued or not, or otherwise) ), except for such liabilities or and obligations reflected or reserved against in (a) to the Company Financial Statements extent shown on the Most Recent Balance Sheet, (b) that are not material and are incurred in the ordinary course Ordinary Course of business Business since the date of the Most Recent Balance Sheet, or such liabilities or obligations disclosed (c) set forth in Schedule 2.01(g)Section 2.09 of the Disclosure Schedule.

Appears in 1 contract

Samples: Equity Purchase Agreement (Nanometrics Inc)

Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (whether fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, or otherwise) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the ordinary course of business or such liabilities or obligations disclosed in Schedule 2.01(g)and except for $500,000 owed to Anuta Limited for costs accumulated to consummate the transaction.

Appears in 1 contract

Samples: Share Exchange Agreement (Propell Technologies Group, Inc.)

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