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.)
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: Share Exchange Agreement (Yubo International Biotech LTD), Share Exchange Agreement (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: Merger Agreement (Inferx Corp), Merger Agreement (Inferx Corp), Merger Agreement (Champions Biotechnology, 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)3.19.
Appears in 5 contracts
Samples: Share Exchange Agreement (Coretec Group Inc.), Share Exchange Agreement (3dicon Corp), Share Exchange 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 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 4 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 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 Exchange 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: Merger Agreement (Synergy CHC Corp.), Merger Agreement (Synergy CHC Corp.), Merger Agreement (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 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.), Share Exchange 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 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: Merger Agreement (RMR Industrials, Inc.), Merger Agreement (RMR Industrials, Inc.)
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 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 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 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 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: Merger Agreement (Argo Blockchain PLC), Merger Agreement (Argo Blockchain PLC)
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 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 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 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 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
Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (----------------------- obligations, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accruedcontingent or otherwise except (a) to the extent reflected or reserved for on the Balance Sheet, contingent, or otherwise(b) except for liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the normal and ordinary course of business or such of the Company since December 31, 1998, (c) liabilities or obligations disclosed in Schedule 2.01(g)3.21 hereto and in the other Schedules attached hereto or (d) liabilities or obligations disclosed elsewhere in this Agreement.
Appears in 1 contract
Samples: Purchase Agreement (Superior Trucks & Auto Supply 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
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.)
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
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 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: Merger Agreement (MDRNA, 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 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
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
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
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: Merger Agreement (Body & Mind 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 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 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 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 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
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
Undisclosed Liabilities. The Company has no liabilities material liability or obligations of any nature obligation (whether fixed or unfixed, secured or unsecured, known or unknown unknown, whether accrued, absolute, contingent or otherwise, whether liquidated or unliquidated and whether absolute, accrued, contingent, due or otherwiseto become due) except for liabilities or obligations that is not reflected or reserved against in the Company Financial Statements or the Interim Financial Statements except for those that may have been incurred after the date of the Financial Statements or the Interim Financial Statements in the ordinary course of its business or such liabilities or obligations disclosed in Schedule 2.01(gconsistent with past practice ("Ordinary Course of Business").
Appears in 1 contract
Samples: Stock Purchase Agreement (Tsi International Software LTD)
Undisclosed Liabilities. The Company has no material obligations or liabilities or obligations of any nature (whether accrued, matured or unmatured, fixed or unfixed, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise) except other than (i) those set forth or adequately provided for liabilities or obligations reflected or reserved against in the Company Financial Statements that have been filed with the SEC (and the related notes thereto), (ii) those incurred in the ordinary course of business or such liabilities or obligations disclosed consistent with past practice since the end of the most recent fiscal year and (iii) those incurred in Schedule 2.01(g)connection with the execution of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Stemtech Corp)
Undisclosed Liabilities. The Company has no liabilities or obligations of any nature (obligations, whether fixed or unfixedaccrued, secured or unsecured, known or unknown and whether absolute, accrued, contingent, contingent or otherwise, which are required to be set forth on a balance sheet of Company, except (i) except to the extent reflected or reserved for on the Latest Financials, (ii) liabilities or obligations reflected or reserved against in the Company Financial Statements incurred in the normal and ordinary course of business or such of the Company since the Latest Financials, (iii) liabilities or obligations disclosed in Schedule 2.01(g)the Schedules attached hereto, or (iv) liabilities or obligations disclosed in this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement
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