Common use of Material Liabilities Clause in Contracts

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses or as incurred in the ordinary course of business since March 31, 2025 and as would not individually or in the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligations, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the Company, whether or not arising in the ordinary course of business, or (ii) would result in the Preliminary Prospectuses, the Final Prospectuses or any amendment thereto containing a misrepresentation within the meaning of applicable Securities Laws.

Appears in 1 contract

Sources: Agency Agreement (Verses AI Inc.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses or as incurred in the ordinary course of business since March 31, 2025 2022 and as would not individually or in the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any Employee Plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the Company, whether or not arising in the ordinary course of business, or (ii) would result in the Preliminary Prospectuses, the Final Prospectuses Canadian Prospectus or any amendment thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Equity Distribution Agreement (Cardiol Therapeutics Inc.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses Prospectus or as incurred in the ordinary course of business since March 31September 30, 2025 2019 and as would not individually or in on the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any employee plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, prospects, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the CompanyCompany and its subsidiaries, on a consolidated basis, whether or not arising in the ordinary course of business, or (ii) would result in the Canadian Preliminary ProspectusesProspectus, the Canadian Final Prospectuses Prospectus or any amendment thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Underwriting Agreement (Profound Medical Corp.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses or as incurred in the ordinary course of business since March 31June 30, 2025 2021 and as would not individually or in the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any Employee Plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the Company, whether or not arising in the ordinary course of business, or (ii) would result in the Canadian Preliminary ProspectusesProspectus, the Canadian Final Prospectuses Prospectus or any amendment thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Underwriting Agreement (Cardiol Therapeutics Inc.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses Prospectus or as incurred in the ordinary course of business since March 31September 30, 2025 2024 and as would not individually or in the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any employee plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, prospects, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the CompanyCompany and its subsidiaries, on a consolidated basis, whether or not arising in the ordinary course of business, or (ii) would result in the Canadian Preliminary ProspectusesProspectus, the Canadian Final Prospectuses Prospectus or any amendment or supplement thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Underwriting Agreement (Profound Medical Corp.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses or as incurred in the ordinary course of business since March 31June 30, 2025 2024 and as would not individually or in the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any Employee Plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the CompanyCompany and its subsidiaries, on a consolidated basis, whether or not arising in the ordinary course of business, or (ii) would result in the Canadian Preliminary ProspectusesProspectus, the Canadian Final Prospectuses Prospectus or any amendment thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Underwriting Agreement (Cardiol Therapeutics Inc.)

Material Liabilities. Except as set out in the financial statements included or incorporated by reference in the Registration Statement, the Preliminary Prospectuses, the General Disclosure Package and the Final Prospectuses Prospectus or as incurred in the ordinary course of business since March 31, 2025 2020 and as would not individually or in on the aggregate have a Material Adverse Effect, the Company does not have any outstanding indebtedness or any liabilities or obligationsobligations including any unfunded obligation under any employee plan, whether accrued, absolute, contingent or otherwise as of the date of the applicable financial statements. The term “Material Adverse Effect” means an effect, change, event or occurrence that, alone or in conjunction with any other or others: (i) has or would reasonably be expected to have a material adverse effect on the business, assets (including intangible assets), affairs, operations, prospects, liabilities (contingent or otherwise), capital, properties, condition (financial or otherwise) or results of operations of the CompanyCompany and its subsidiaries, on a consolidated basis, whether or not arising in the ordinary course of business, or (ii) would result in the Canadian Preliminary ProspectusesProspectus, the Canadian Final Prospectuses Prospectus or any amendment thereto containing a misrepresentation within the meaning of applicable Canadian Securities Laws.

Appears in 1 contract

Sources: Underwriting Agreement (Profound Medical Corp.)