Common use of Material Adverse Effect Clause in Contracts

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Date.

Appears in 43 contracts

Samples: Business Combination Agreement (Mobix Labs, Inc), Business Combination Agreement (ShoulderUP Technology Acquisition Corp.), Business Combination Agreement (Qt Imaging Holdings, Inc.)

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Material Adverse Effect. No Company Material Adverse Effect shall have occurred between since the date of this Agreement and the Closing DateAgreement.

Appears in 27 contracts

Samples: Business Combination Agreement (Project Energy Reimagined Acquisition Corp.), Stockholder Support Agreement (Andretti Acquisition Corp.), Business Combination Agreement (European Sustainable Growth Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and Agreement, there shall not have occurred any Material Adverse Effect with respect to the Closing DateCompany.

Appears in 16 contracts

Samples: Agreement and Plan of Merger (Zhone Technologies Inc), Agreement and Plan of Merger and Reorganization (Fermavir Pharmaceuticals, Inc.), Agreement and Plan of Merger (Zhone Technologies Inc)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement Agreement, there shall not have occurred and the Closing Datebe continuing a Company Material Adverse Effect.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Stealth BioTherapeutics Corp), Stock Purchase Agreement (Macquarie Infrastructure Corp), Agreement and Plan of Merger (Zhaopin LTD)

Material Adverse Effect. No Company Material Adverse Effect with respect to Company shall have occurred between since the date of this Agreement and the Closing DateAgreement.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Qorus Com Inc), Agreement and Plan of Merger (Cost U Less Inc), Agreement and Plan of Reorganization (Trusted Information Systems Inc)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between since the date of this Agreement and the Closing Datebe continuing.

Appears in 10 contracts

Samples: Stock Purchase Agreement (Leonardo DRS, Inc.), Agreement and Plan of Merger And (Chippac Inc), Agreement and Plan of Merger And (Chippac Inc)

Material Adverse Effect. No Company Material Adverse Effect with respect to the Company shall have occurred between since the date of this Agreement and the Closing Datebe continuing.

Appears in 9 contracts

Samples: Agreement and Plan of Reorganization (Hemosense Inc), Agreement and Plan of Reorganization (Inverness Medical Innovations Inc), Agreement and Plan of Reorganization (Cholestech Corporation)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateEffective Time.

Appears in 9 contracts

Samples: Business Combination Agreement (Roth CH Acquisition v Co.), Business Combination Agreement and Plan of Reorganization (Jet Token Inc.), Business Combination Agreement and Plan of Reorganization (Oxbridge Acquisition Corp.)

Material Adverse Effect. No Since the date of this Agreement, no Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Dateoccurred.

Appears in 6 contracts

Samples: Business Combination Agreement (Haymaker Acquisition Corp. II), Business Combination Agreement (Schultze Special Purpose Acquisition Corp.), Business Combination Agreement (PENSARE ACQUISITION Corp)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateDate that is continuing.

Appears in 6 contracts

Samples: Business Combination Agreement (Apexigen, Inc.), Project Barolo Merger (Apexigen, Inc.), Business Combination Agreement (Brookline Capital Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateClosing.

Appears in 5 contracts

Samples: Business Combination Agreement (NAAC Holdco, Inc.), Business Combination Agreement and Plan of Reorganization (First Reserve Sustainable Growth Corp.), Transaction Agreement (Contango Oil & Gas Co)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and the Closing DateAgreement, there shall not have been any Company Material Adverse Effect.

Appears in 5 contracts

Samples: Subscription Agreement (21st Century Oncology Holdings, Inc.), Agreement and Plan of Merger (Full Alliance International LTD), Agreement and Plan of Merger (Yongye International, Inc.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and through the Closing DateClosing, the Company shall not have experienced a Company Material Adverse Effect.

Appears in 4 contracts

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

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateEffective Time and be continuing.

Appears in 3 contracts

Samples: Business Combination Agreement and Plan of Reorganization (Lion Electric Co), Business Combination Agreement and Plan of Reorganization (Northern Genesis Acquisition Corp.), Business Combination Agreement and Plan of Reorganization (Switchback Energy Acquisition Corp)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and Agreement, there shall have been no Material Adverse Effect on the Closing DateCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Blaze Software Inc), Agreement and Plan of Merger (Trega Biosciences Inc), Agreement and Plan of Merger (Brokat Infosystems Ag)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateDate with respect to the Company.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (HNR Acquisition Corp.), Membership Interest Purchase Agreement (HNR Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect with respect to clause (a) of the definition of “Company Material Adverse Effect” shall have occurred between the date of this Agreement and the Closing DateDate that is continuing.

Appears in 2 contracts

Samples: Business Combination Agreement (Tailwind Acquisition Corp.), Business Combination Agreement (Tailwind Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement Execution Date and the Closing Date.

Appears in 2 contracts

Samples: Business Combination Agreement (WinVest Acquisition Corp.), Business Combination Agreement (WinVest Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and the Closing DateAgreement, there shall have occurred no Company Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Knology Inc), Share Purchase Agreement (Knology Inc)

Material Adverse Effect. No Since the date of this Agreement, no Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Date.occurred;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Digimarc Corp), Agreement and Plan of Merger (L-1 Identity Solutions, Inc.)

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Material Adverse Effect. No Company Material Adverse Effect shall have occurred between from and after the date of this Agreement and the Closing DateOriginal Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Polaris Acquisition Corp.), Agreement and Plan of Merger (Polaris Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Between the date of this Agreement and the Closing Date, there shall not have been any Material Adverse Effect with respect to the Company.

Appears in 1 contract

Samples: Limited Liability Company Interest Purchase Agreement (Valuevision Media Inc)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between Since the date of this Agreement and the Closing Date.Agreement, there shall have occurred no Company Material Adverse Effect;

Appears in 1 contract

Samples: Escrow Agreement (Mgi Pharma Inc)

Material Adverse Effect. No Company There shall have been no Material Adverse Effect shall have occurred on Company between the date of this Agreement and the Closing Date.;

Appears in 1 contract

Samples: Share Purchase and Sale Agreement (Ivanhoe Energy Inc)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateDate that has had or would reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

Appears in 1 contract

Samples: Business Combination Agreement (Isos Acquisition Corp.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred and be continuing between the date of this Agreement and the Closing Date.

Appears in 1 contract

Samples: Letter Agreement (Climate Change Crisis Real Impact I Acquisition Corp)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Date and be continuing as of the Closing Date.

Appears in 1 contract

Samples: Business Combination Agreement (Aldel Financial Inc.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Date that is continuing as of the Closing Date.

Appears in 1 contract

Samples: Registration Rights Agreement (Golden Arrow Merger Corp.)

Material Adverse Effect. No Company There shall be no Material Adverse Effect shall have occurred between with respect to the Company occurring after the date of this Agreement and in existence on the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acorda Therapeutics Inc)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing DateEffective Time that is continuing.

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp III)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between the date of this Agreement and the Closing Date that may not be cured prior to the Closing Date.

Appears in 1 contract

Samples: Business Combination Agreement (GigCapital2, Inc.)

Material Adverse Effect. No Company Material Adverse Effect shall have occurred between after the date of this Agreement and the Closing DateAgreement.

Appears in 1 contract

Samples: Letter Agreement (CENAQ Energy Corp.)

Material Adverse Effect. No Company Material Adverse Effect on the Company shall have occurred between since the date of this Agreement and through the Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Targa Resources Corp.)

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