Common use of Certain Material Changes Clause in Contracts

Certain Material Changes. Except as disclosed in the Company SEC Documents filed prior to the date hereof, since October 31, 2007, the Company and its Subsidiaries have conducted their respective businesses in the ordinary course of business and there has not been, occurred or arisen any of the following (whether or not in the ordinary course of business unless otherwise indicated): (a) any change in methods of accounting or accounting practices, business, or manner of conducting business, of Company or any of its Subsidiaries or any other event or development that has had, individually or in the aggregate, a Material Adverse Effect; (b) any damage, destruction or other casualty loss (whether or not covered by insurance) that has had a Material Adverse Effect; (c) any amendment, modification or termination of any existing, or entry into any new, material contract or permit, that has had a Material Adverse Effect; (d) any disposition by Company or any of its Subsidiaries of an asset the lack of which has had a Material Adverse Effect; or (e) any direct or indirect redemption, purchase or other acquisition by Company or any of its Subsidiaries of any equity securities or any declaration, setting aside or payment of any dividend or other distribution on or in respect of Company Stock whether consisting of money, other personal property, real property or other things of value (except for dividends permitted by Section 6.1(b)).

Appears in 2 contracts

Sources: Merger Agreement (Bottomline Technologies Inc /De/), Merger Agreement (Optio Software Inc)