Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Corel Corp), Agreement and Plan of Merger (Qunar Cayman Islands Ltd.), Share Purchase Agreement (Alibaba Group Holding LTD)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a no Material Adverse EffectEffect shall have occurred.
Appears in 11 contracts
Samples: Asset Purchase Agreement (Fluent, Inc.), Stock Purchase Agreement (Campbell Soup Co), Stock and Asset Purchase Agreement (Campbell Soup Co)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred occurred, and be continuing there shall not exist, any Event that constitutes, individually or in the aggregate, a Material Adverse Effect.
Appears in 11 contracts
Samples: Backstop Commitment Agreement (Bristow Group Inc), Backstop Commitment Agreement (Tuesday Morning Corp/De), Commitment Agreement (Pacific Drilling S.A.)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred occurred, and be continuing there shall not exist, any event that constitutes, individually or in the aggregate, a Material Adverse Effect.
Appears in 8 contracts
Samples: Backstop Commitment Agreement, Backstop Commitment Agreement (NextDecade Corp.), Backstop Commitment Agreement (NextDecade Corp.)
Material Adverse Effect. Since the date of this Agreement, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 7 contracts
Samples: Trust Agreement (Bluegreen Vacations Holding Corp), Agreement and Plan of Merger (Forest City Realty Trust, Inc.), Purchase and Sale Agreement (Duke Energy Progress, Inc.)
Material Adverse Effect. Since the date of this Agreement, there shall has not have occurred and be continuing a Material Adverse Effect.
Appears in 6 contracts
Samples: Securities Purchase Agreement and Plan of Merger (Diplomat Pharmacy, Inc.), Arrangement Agreement (Rogers Communications Inc), Arrangement Agreement
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse Effect (with respect to clause (ii) of the definition of Material Adverse Effect, that is continuing).
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Benefitfocus, Inc.), Agreement and Plan of Merger (Voya Financial, Inc.), Agreement and Plan of Merger (Benefitfocus, Inc.)
Material Adverse Effect. Since No Material Adverse Effect shall have occurred since the date of this Agreement, there shall not have occurred Agreement and be continuing a Material Adverse Effectcontinuing.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Genesis Park Acquisition Corp.), Agreement and Plan of Merger (Tencent Holdings LTD), Agreement and Plan of Merger (Sogou Inc.)
Material Adverse Effect. Since the date of this the Agreement, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Aegion Corp), Agreement and Plan of Merger (Emanuel Ariel), Agreement and Plan of Merger (Endeavor Group Holdings, Inc.)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Darden Restaurants Inc), Agreement and Plan of Merger (Rare Hospitality International Inc), Agreement and Plan of Merger (Independent Brewers United, Inc.)
Material Adverse Effect. Since Between the date of this AgreementAgreement and the Closing Date, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Granite Broadcasting Corp), Purchase and Sale Agreement (Granite Broadcasting Corp), Purchase and Sale Agreement (Granite Broadcasting Corp)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse EffectEffect that is continuing.
Appears in 4 contracts
Samples: Share Purchase Agreement (Coca Cola Enterprises Inc), Asset Purchase Agreement (Polyone Corp), Share Purchase Agreement (Coca Cola Co)
Material Adverse Effect. Since No Material Adverse Effect shall have occurred and be continuing since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Republic First Bancorp Inc), Securities Purchase Agreement (Republic First Bancorp Inc), Securities Purchase Agreement (Republic First Bancorp Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a been, nor shall there be, any Material Adverse Effect.; and
Appears in 3 contracts
Samples: Acquisition Agreement (Cardtronics PLC), Acquisition Agreement (NCR Corp), Acquisition Agreement (Cardtronics PLC)
Material Adverse Effect. Since the date of this AgreementAgreement Date, there shall not have occurred and be continuing a any Material Adverse Effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Churchill Capital Corp II), Agreement and Plan of Merger (Churchill Capital Corp II), Agreement and Plan of Merger (LiveXLive Media, Inc.)
Material Adverse Effect. Since No Acquiror Material Adverse Effect shall have occurred between the date of this Agreement, there shall not have occurred Agreement and be continuing a Material Adverse Effectthe Effective Time.
Appears in 3 contracts
Samples: Business Combination Agreement and Plan of Reorganization (Jet Token Inc.), Business Combination Agreement (Tortoise Acquisition Corp. II), Business Combination Agreement and Plan of Reorganization (Oxbridge Acquisition Corp.)
Material Adverse Effect. Since the date of this Agreement, Agreement there shall not have been or occurred and be continuing a Material Adverse Effect.
Appears in 3 contracts
Samples: Arrangement Agreement (Atlantic Power Corp), Arrangement Agreement, Arrangement Agreement (Student Transportation Inc.)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse EffectEffect that is continuing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (FBL Financial Group Inc), Equity Purchase Agreement (Planet Fitness, Inc.), Share Purchase Agreement (Alibaba Group Holding LTD)
Material Adverse Effect. Since the date of this Agreement, Agreement there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 3 contracts
Samples: Share Purchase Agreement (Apogee Enterprises, Inc.), Arrangement Agreement, Agreement
Material Adverse Effect. Since There shall not have occurred between the date of this Agreement, there shall not have occurred Agreement and be continuing a the Closing Date any Material Adverse Effect.
Appears in 3 contracts
Samples: Master Agreement (HCC Insurance Holdings Inc/De/), Agreement of Merger, Agreement of Merger
Material Adverse Effect. Since From the date of this AgreementAgreement through the Closing Date, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 3 contracts
Samples: Purchase Agreement (Chart Industries Inc), Purchase Agreement (Cryoport, Inc.), Stock Purchase Agreement (Chart Industries Inc)
Material Adverse Effect. Since the date of this the Original Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 3 contracts
Samples: Share Purchase Agreement (Surf Air Mobility Inc.), Share Purchase Agreement (Surf Air Mobility Inc.), Share Purchase Agreement (Surf Air Mobility Inc.)
Material Adverse Effect. Since the date of this Agreement, there shall not have been or occurred and be continuing a Material Adverse Effect.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Cintas Corp), Securities Purchase Agreement (Stericycle Inc), Agreement (SG Enterprises, II LLC)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse Effect.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Pac-West Telecomm Inc), Agreement and Plan of Merger (RPX Corp), Asset Purchase Agreement (Elutia Inc.)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a been, nor shall there be, any Material Adverse Effect.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ClubCorp Holdings, Inc.), Agreement and Plan of Merger (ADT Corp)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred occurred, and be continuing there shall not exist, any Event that constitutes a Material Adverse Effect.
Appears in 2 contracts
Samples: Equity Purchase and Commitment Agreement (Hertz Corp), Equity Purchase and Commitment Agreement (Hertz Corp)
Material Adverse Effect. Since the date of this Agreement, there a Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effect.occurred;
Appears in 2 contracts
Samples: Equity Purchase Agreement (General Maritime Corp / MI), Equity Purchase Agreement
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred been, and be continuing as of the Closing, a Material Adverse Effect.
Appears in 2 contracts
Samples: Securities and Asset Purchase Agreement (Aar Corp), Securities and Asset Purchase Agreement (Triumph Group Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred occurred, and be continuing there shall not exist, any event that constitutes, individually or in the aggregate, a Material Adverse Effect.;
Appears in 2 contracts
Samples: Private Placement Agreement (Peabody Energy Corp), Backstop Commitment Agreement (Peabody Energy Corp)
Material Adverse Effect. Since the date of this Agreement, there There shall not have occurred and be continuing a Material Adverse EffectEffect since the Agreement Date.
Appears in 2 contracts
Samples: Merger Agreement (Aptalis Pharma Inc), Merger Agreement (Aptalis Holdings Inc.)
Material Adverse Effect. Since the date of this Agreement, there no Change that is a Parent Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 2 contracts
Samples: Arrangement Agreement (Penn National Gaming Inc), Arrangement Agreement (Score Media & Gaming Inc.)
Material Adverse Effect. Since the date of this Agreement, Agreement there shall not have occurred and be continuing a been any Material Adverse Effect.
Appears in 2 contracts
Samples: Unit Purchase Agreement (Sparton Corp), Agreement and Plan of Merger (Condor Systems Inc)
Material Adverse Effect. Since the date of this Agreement, there no change in circumstance or condition that has had, or is reasonably likely to have, a Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 2 contracts
Samples: Purchase Agreement (Benchmark Electronics Inc), Purchase Agreement (Textron Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a been any Material Adverse EffectEffect that shall be continuing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spreadtrum Communications Inc), Agreement and Plan of Merger (RDA Microelectronics, Inc.)
Material Adverse Effect. Since the date of this Agreement, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectthat is continuing.
Appears in 2 contracts
Samples: Equity Purchase Agreement (Black Knight, Inc.), Agreement and Plan of Merger (dMY Technology Group, Inc. III)
Material Adverse Effect. Since No Zillow Material Adverse Effect shall have occurred since the date of this Agreement, there shall not have occurred Agreement and be continuing a Material Adverse Effectcontinuing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zillow Inc), Agreement and Plan of Merger (Trulia, Inc.)
Material Adverse Effect. Since the date of this Agreement, Agreement there shall not have occurred and be continuing a any Material Adverse Effect.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (McGraw-Hill Global Education LLC), Purchase and Sale Agreement (McGraw-Hill Companies Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect or a “Seller Material Adverse Effect” (as defined in the Conexant Asset Purchase Agreement).
Appears in 1 contract
Samples: Securities Purchase Agreement (Ikanos Communications)
Material Adverse Effect. Since the date of this Agreement, Agreement there shall has not have occurred and be continuing a been any Material Adverse Effect.;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Merit Behavioral Care Corp)
Material Adverse Effect. Since There shall not have occurred between the date of this Agreement, there shall not have occurred Agreement and be continuing a the Closing Date any Material Adverse Effect, excluding any Material Adverse Effect that results from an Excluded Effect.
Appears in 1 contract
Samples: Master Agreement (Reinsurance Group of America Inc)
Material Adverse Effect. Since No Material Adverse Effect shall have occurred and be continuing since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.;
Appears in 1 contract
Samples: Investment Agreement (Harbinger Capital Partners Master Fund I, Ltd.)
Material Adverse Effect. Since There shall not have occurred a Material Adverse Effect or Seller Material Adverse Effect since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Samples: Purchase Agreement (Ezcorp Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.; and
Appears in 1 contract
Material Adverse Effect. Since A Material Adverse Effect shall not have occurred since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there no change in circumstance or condition that has had a Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 1 contract
Material Adverse Effect. Since From the date of this AgreementAgreement until the Closing, there shall not have occurred and be continuing a any Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since There shall not have been a Material Adverse Effect from the date of this Agreement, there shall not have occurred and be continuing a Material Adverse EffectAgreement through the Closing Date.
Appears in 1 contract
Samples: Purchase Agreement (Osi Systems Inc)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and been nor be continuing a any Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing any Material Adverse Effect or any facts, events or circumstances that would reasonably be expected to have such a Material Adverse Effect.
Appears in 1 contract
Samples: Purchase Agreement (Dish DBS Corp)
Material Adverse Effect. Since the date of this Agreement, there shall have not have occurred and still be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.;
Appears in 1 contract
Samples: Investment Agreement (Radiation Therapy Services Holdings, Inc.)
Material Adverse Effect. Since the date of this the Agreement, there shall not have occurred and be continuing a Material Adverse Effect.Effect that remains uncured; and
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there no Material Adverse Effect shall not have occurred and or shall be continuing a Material Adverse Effectreasonably expected to occur.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse Effect.. (d)
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there There shall not have occurred and be continuing a Material Adverse EffectEffect since the date of this Agreement.
Appears in 1 contract
Material Adverse Effect. Since the date of execution of this Agreement, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Magellan Midstream Partners Lp)
Material Adverse Effect. Since the date of this Agreement, there There shall not have occurred occurred, and be continuing a continuing, any Material Adverse EffectEffect since the Agreement Date.
Appears in 1 contract
Samples: Asset Purchase and License Agreement (KalVista Pharmaceuticals, Inc.)
Material Adverse Effect. Since There shall not have been a Material Adverse Effect since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.. (g)
Appears in 1 contract
Samples: Share Purchase Agreement (CURO Group Holdings Corp.)
Material Adverse Effect. Since From the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse Effect.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Black Hills Corp /Sd/)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a no Material Adverse Effect (solely to the extent described in clause (ii) of the definition of “Material Adverse Effect”) shall have occurred.
Appears in 1 contract
Material Adverse Effect. Since the date of this AgreementAgreement Date, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall have not have occurred and be continuing a Material Adverse EffectEffect with respect to Target.
Appears in 1 contract
Samples: Arrangement Agreement
Material Adverse Effect. Since the date of this the Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since No Adecco Material Adverse Effect shall have occurred since the date of this Agreement, there shall not have occurred Agreement and be continuing a Material Adverse Effectcontinuing.
Appears in 1 contract
Samples: Agreement and Plan (Olsten Corp)
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse EffectEffect or Basis therefor.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there no Change that is a Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectcontinuing.
Appears in 1 contract
Material Adverse Effect. Since There shall not have occurred a Material Adverse Effect since the date of this Agreement, there shall not have occurred Agreement and be continuing a Material Adverse Effectprior to the Effective Date.
Appears in 1 contract
Samples: Arrangement Agreement (Merus Labs International Inc.)
Material Adverse Effect. Since There shall not have occurred, between the date of this AgreementAgreement and the Closing Date, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Petrohawk Energy Corp)
Material Adverse Effect. Since the date of this Agreement, there a Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effectoccurred.
Appears in 1 contract
Material Adverse Effect. Since From the date of this Agreement, there shall not have occurred and be continuing a Material Adverse EffectEffect that is continuing as of the Closing Date.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing any change, event or occurrence that has had or would reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Buffalo Wild Wings Inc)
Material Adverse Effect. Since From the date of this Agreement, there shall not have occurred and be continuing a any Material Adverse Effect.;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alkami Technology, Inc.)
Material Adverse Effect. Since the date of this the Agreement, there no Material Adverse Effect shall not have occurred and be continuing a Material Adverse Effect.continuing;
Appears in 1 contract
Samples: Share Purchase Agreement (Comverse Technology Inc/Ny/)
Material Adverse Effect. Since There shall not have been or occurred a Material Adverse Effect since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Samples: Arrangement Agreement (Transatlantic Petroleum Ltd.)
Material Adverse Effect. Since the date of this Agreement, there shall have not have occurred and be continuing a Material Adverse EffectEffect with respect to BioCan or Epimeron.
Appears in 1 contract
Samples: Arrangement Agreement
Material Adverse Effect. Since the date of this Agreement, there shall have not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be been continuing a Material Adverse Effect.
Appears in 1 contract
Material Adverse Effect. Since the date of this Agreement, there shall not have occurred and be continuing a been any Material Adverse EffectEffect that is continuing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Xueda Education Group)
Material Adverse Effect. Since the date of this Agreement, there shall have not have occurred and be continuing a Material Adverse EffectEffect with respect to 51st Parallel.
Appears in 1 contract
Samples: Arrangement Agreement
Material Adverse Effect. Since There shall not have occurred a Material Adverse Effect since the date of this Agreement, there shall not have occurred and be continuing a Material Adverse Effect.
Appears in 1 contract
Samples: Purchase Agreement (Trump Entertainment Resorts, Inc.)
