Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Martin Midstream Partners Lp), Membership Interest Purchase Agreement (CBD Energy LTD), Stock Purchase Agreement (Sl Industries Inc)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement Agreement, as disclosed in the Seller SEC Filings or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 2 contracts
Samples: Securities Exchange Agreement (Humbl, Inc.), Securities Exchange Agreement (Ecoark Holdings, Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on in Section 3.08 3.07 of the Disclosure Schedules, from since the Interim Balance Sheet Date until the date of this AgreementDate, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, been any:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (GAIN Capital Holdings, Inc.), Membership Interest Purchase Agreement (GAIN Capital Holdings, Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on in Section 3.08 of the Disclosure Schedules, from since the Interim Balance Sheet Date until the date of this AgreementDate, the business of the Company Group has operated been conducted in the ordinary course of business in all material respects consistent with past practice, and there has not been, with respect to the CompanyCompany Group, any:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Akerna Corp.), Securities Purchase Agreement (Akerna Corp.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 of the Disclosure SchedulesAgreement, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ability Inc.), Stock Purchase Agreement (Ability Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 of the Seller Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on in Section 3.08 2.8 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects consistent with past practice and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 3.8 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has Acquired Companies have operated in the ordinary course of business in all material respects and consistent with past practice and Good Industry Practices and there has not been, with respect to the any Acquired Company, any:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Leidos, Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on in Section 3.08 2.7 of the Company Disclosure SchedulesSchedule, from the Company Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, been any:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Solbright Group, Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth listed (separately for each clause below) on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreementsince August 31, 2015, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Samples: Stock Purchase and Redemption Agreement (P&f Industries Inc)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 3.07 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, each of the Company and Subsidiary has operated in the ordinary course of business in all material respects and there has not been, with respect to each of the CompanyCompany and Subsidiary, any:
Appears in 1 contract
Samples: Limited Liability Company Interest Purchase Agreement (Quanex Building Products CORP)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 7.07 of the Disclosure Schedules, from the Interim Balance Sheet Reference Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this AgreementDate, the Company has operated in the ordinary course of business in all material respects consistent with past practice and there has not been, with respect to the Company, any:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Fat Brands, Inc)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 4.05 of the Disclosure Schedules, from since the Interim Balance Sheet Date until the date of this AgreementDate, the Company has and the Related Entities have operated in the ordinary course of business in all material respects and there has not been, with respect to the CompanyCompany or the Related Entities, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, each of the Company and its Subsidiaries has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, been any:
Appears in 1 contract
Samples: Stock Purchase Agreement (Patterson Companies, Inc.)
Absence of Certain Changes, Events and Conditions. (a) Except as expressly contemplated by the Agreement this Agreement, or as set forth on Section 3.08 of the Disclosure SchedulesSchedule 3.6, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this AgreementDate, the Company has operated and other than in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or except as set forth on in Section 3.08 4.06 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the each Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the any Company, any:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Local Bounti Corporation/De)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 4.07 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 of the Disclosure Schedulesin Schedule 3.9, from the Interim Balance Sheet Date until the date of this Agreement, the Company and each of its Subsidiaries has operated in the ordinary course of business in all material respects and there has not been, with respect to the CompanyCompany or any of its Subsidiaries, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. (a) Except as expressly contemplated by the this Agreement or as set forth on Section 3.08 3.9 of the Company Disclosure Schedules, from the Interim Balance Sheet Date until the date of this AgreementJanuary 1, 2022, the Company has and its Subsidiaries have operated in the ordinary course Ordinary Course of business Business, in a manner consistent with past practice and in compliance in all material respects and there has not been, with respect to the Company, any:applicable Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Freedom Acquisition I Corp.)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on Section 3.08 2.07 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on in Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date December 31, 2016 until the date of this Agreement, the Company Group has operated in the ordinary course Ordinary Course of business Business consistent with past practices in all material respects and there has not been, with respect to any member of the CompanyCompany Group, any:
Appears in 1 contract
Samples: Stock Purchase Agreement (Compass Group Diversified Holdings LLC)
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement or as set forth on in Section 3.08 3.8 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this Agreementhereof, the Company has and its Subsidiaries have operated in the ordinary course of business in all material respects consistent with past practice and there has not been, with respect to the CompanyCompany or any of its Subsidiaries, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the Agreement Agreement, or as set forth on Section 3.08 of the Disclosure SchedulesLetter, from the Interim Balance Sheet Date until the date of this Agreement, the Company has operated in the ordinary course of business in all material respects and there has not been, with respect to the Company, any:
Appears in 1 contract
Absence of Certain Changes, Events and Conditions. Except as expressly contemplated by the this Agreement or as set forth on in Section 3.08 of the Disclosure Schedules, from the Interim Balance Sheet Date until the date of this AgreementDate, the Company has operated in the ordinary course of business in all material respects consistent with past practice and there has not been, with respect to the Company, any:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Fat Brands, Inc)
