Common use of No Material Adverse Change in Business Clause in Contracts

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 35 contracts

Samples: Dealer Manager Agreement (Bluerock Residential Growth REIT, Inc.), Dealer Manager Agreement (NorthStar/RXR New York Metro Income, Inc.), Dealer Manager Agreement (Bluerock Residential Growth REIT, Inc.)

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No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement Statement, the General Disclosure Package and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs, business prospects or business affairs regulatory status of the Company Adviser or the Operating PartnershipAdministrator, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect.

Appears in 34 contracts

Samples: Purchase Agreement (Ares Capital Corp), Purchase Agreement (Ares Capital Corp), Purchase Agreement (Ares Capital Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 17 contracts

Samples: Dealer Manager Agreement (Steadfast Apartment REIT, Inc.), Dealer Manager Agreement (Moody National REIT II, Inc.), Dealer Manager Agreement (Steadfast Apartment REIT, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has not been no any material adverse change change, or any development involving a prospective material adverse change, in the condition, financial or otherwise, or in the earnings results of operations or business affairs of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 17 contracts

Samples: Purchase Agreement (Northern Trust Corp), Underwriting Agreement (Northern Trust Corp), Underwriting Agreement (Northern Trust Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipCompany, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which that could reasonably be expected to result in a Material Adverse Effect.

Appears in 15 contracts

Samples: Dealer Manager Agreement (Sierra Income Corp), Dealer Manager Agreement (NexPoint Capital, Inc.), Dealer Manager Agreement (Nexpoint Multifamily Realty Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs, business prospects or business affairs regulatory status of the Company Adviser or the Operating PartnershipAdministrator, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect.

Appears in 9 contracts

Samples: Terms Agreement (Ares Capital Corp), Purchase Agreement (Ares Capital Corp), Terms Agreement (Ares Capital Corp)

No Material Adverse Change in Business. Since Except as otherwise disclosed in the Prospectus, since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) thereto there has been no material adverse change in the conditionbusiness, properties, management, financial position, results of operations or otherwise, or in the earnings or business affairs cash flows of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 9 contracts

Samples: Dealer Manager Agreement (RREEF Property Trust, Inc.), Dealer Manager Agreement (RREEF Property Trust, Inc.), Dealer Manager Agreement (RREEF Property Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in be seen as having a Material Adverse Effect.

Appears in 8 contracts

Samples: Dealer Manager Agreement (Clarion Property Trust Inc.), Dealer Manager Agreement (Clarion Property Trust Inc.), Dealer Manager Agreement (Clarion Partners Property Trust Inc.)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements thereto, except as otherwise stated thereinthe Prospectus, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating PartnershipAdministrator, whether or not arising in the ordinary course of businessbusiness (an “Administrator Material Adverse Effect”), and (bB) there have been no transactions entered into by the Company or Administrator, other than those in the Operating Partnership ordinary course of business, which could reasonably result in a Material Adverse Effectare material with respect to the Administrator.

Appears in 7 contracts

Samples: Underwriting Agreement (Garrison Capital Inc.), Underwriting Agreement (Garrison Capital Inc.), Underwriting Agreement (WhiteHorse Finance, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, of the Company and its subsidiaries considered as one enterprise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in such a material adverse change hereinafter referred to as a “Material Adverse Effect”).

Appears in 6 contracts

Samples: Preferred Stock (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipFund, whether or not arising in the ordinary course of business, and (b) there which would have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 6 contracts

Samples: Dealer Agreement (Steadfast Alcentra Global Credit Fund), Dealer Manager Agreement (Stira Alcentra Global Credit Fund), Participating Dealer Agreement (Stira Alcentra Global Credit Fund)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements thereto, except as otherwise stated thereinthe Prospectus, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, Material Adverse Effect and (bB) there have been no transactions entered into by the Company or any of its Subsidiaries, other than those in the Operating Partnership ordinary course of business, which could reasonably result in a Material Adverse Effectare material with respect to the Company and its Subsidiaries considered as one enterprise.

Appears in 6 contracts

Samples: Underwriting Agreement (Owens Corning), Underwriting Agreement (Owens Corning), Underwriting Agreement (Owens Corning)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or in documents incorporated therein by reference, (a) there has been no material adverse change in the condition, financial or otherwise, results of operations or in the earnings or business affairs prospects of the Company or and the Operating Partnership, whether or not arising in the ordinary course of business, and Subsidiaries (bas hereinafter defined) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in taken as a whole (a "Material Adverse Effect").

Appears in 5 contracts

Samples: Underwriting Agreement (Edge Petroleum Corp), Underwriting Agreement (Superior Energy Services Inc), Underwriting Agreement (Superior Energy Services Inc)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, properties or business affairs prospects of the Company or the Operating PartnershipManager, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a “Manager Material Adverse Effect”).

Appears in 5 contracts

Samples: Equity Distribution Agreement (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Ag Mortgage (AG Mortgage Investment Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipCompany, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Dealer Manager Agreement (Bluerock Homes Trust, Inc.), Dealer Manager Agreement (CM REIT, Inc.), Participating Dealer Agreement (CM REIT, Inc.)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Statutory Prospectus or any amendments or supplements thereto, except as otherwise stated thereinthe Prospectus, (aA) there has been no material adverse change in the conditionMaterial Adverse Effect, financial or otherwise, or in the earnings or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (bB) there have been no transactions entered into by the Company, other than those in the ordinary course of business, which are material with respect to the Company, and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effecton any class of its shares.

Appears in 5 contracts

Samples: Underwriting Agreement (Disruptive Acquisition Corp I), Underwriting Agreement (European Biotech Acquisition Corp.), Underwriting Agreement (European Biotech Acquisition Corp.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipFund, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership Fund which could reasonably result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Northstar Corporate Income Fund (NorthStar Corporate Income Fund), NorthStar Global Corporate Income Fund, NorthStar Corporate Income Fund-T

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement Prospectus and the Prospectus or any amendments or supplements theretoPre-pricing Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs, business prospects or business affairs regulatory status of the Company Investment Adviser or the Operating PartnershipAdministrator, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Purchase Agreement (Pennantpark Investment Corp), Underwriting Agreement (PennantPark Floating Rate Capital Ltd.), Purchase Agreement (Pennantpark Investment Corp)

No Material Adverse Change in Business. Since Except as otherwise disclosed in the Registration Statement and Prospectus, since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the conditionbusiness, properties, management, financial position, results of operations or otherwise, or in the earnings or business affairs cash flows of the Company or the Operating Partnershipand its subsidiaries, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in each of the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, condition (financial or otherwise), business or in the earnings or business affairs results of operations of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in its subsidiaries taken as a Material Adverse Effectwhole.

Appears in 4 contracts

Samples: Underwriting Agreement (HCA Holdings, Inc.), Underwriting Agreement (HCA Holdings, Inc.), Underwriting Agreement (HCA Holdings, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the financial condition, financial or otherwiseearnings, or in the earnings business affairs or business affairs prospects of the Company or the Operating Partnership(a "Material Adverse Effect"), whether or not arising in the ordinary course of business, business and (bB) there have been no transactions entered into by the Company or Company, other than those in the Operating Partnership ordinary course of business, which could reasonably result in a Material Adverse Effectare material with respect to the Company.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc), Underwriting Agreement (Mortgage Pass Through Cert Series 1998-C3)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipCompany, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which that could reasonably be expected to result in a Material Adverse EffectEffect on the Company.

Appears in 4 contracts

Samples: Dealer Manager Agreement (TriLinc Global Impact Fund LLC), Dealer Manager Agreement (TriLinc Global Impact Fund LLC), Dealer Manager Agreement (TriLinc Global Impact Fund LLC)

No Material Adverse Change in Business. Since Except as otherwise disclosed in the Registration Statement and Prospectus, since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) thereto there has been no material adverse change in the conditionbusiness, properties, management, financial position, results of operations or otherwise, or in the earnings or business affairs cash flows of the Company or the Operating Partnershipand its subsidiaries, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.), Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, properties or business affairs prospects of the Company or the Operating PartnershipManager, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 3 contracts

Samples: Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Ag Mortgage (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 3 contracts

Samples: Underwriting Agreement (Merrill Lynch Depositor Inc), Underwriting Agreement (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch Depositor Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably be expected to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Dealer Manager Agreement (O'Donnell Strategic Industrial REIT, Inc.), Dealer Manager Agreement (O'Donnell Strategic Gateway REIT, Inc.), Dealer Manager Agreement (O'Donnell Strategic Gateway REIT, Inc.)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Final Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, properties or business affairs prospects of the Company or the Operating PartnershipManager, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a “Manager Material Adverse Effect”).

Appears in 3 contracts

Samples: Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.the

Appears in 2 contracts

Samples: Purchase Agreement (Bally Total Fitness Holding Corp), United Insurance Companies Inc

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement Statement, the Time of Sale Prospectus and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or in documents incorporated therein by reference, (a) there has been no material adverse change in the condition, financial or otherwise, results of operations or in the earnings or business affairs prospects of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and its Subsidiaries (bas hereinafter defined) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in taken as a Material Adverse Effectwhole.

Appears in 2 contracts

Samples: Underwriting Agreement (Edge Petroleum Corp), Underwriting Agreement (Edge Petroleum Corp)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, properties or business affairs prospects of the Company Manager, or the Operating PartnershipAngelo, Gordon, as applicable, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 2 contracts

Samples: Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, operations or business affairs regulatory status of the Company Adviser or the Operating PartnershipAdministrator or any of their respective subsidiaries, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect., or would otherwise reasonably be

Appears in 2 contracts

Samples: Debt Distribution Agreement (Prospect Capital Corp), Debt Distribution Agreement (Prospect Capital Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, of the Company and its subsidiaries considered as one enterprise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in such a material adverse change hereinafter referred to as a “Material Adverse Effect”).

Appears in 2 contracts

Samples: Underwriting Agreement (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement Statement, the General Disclosure Package and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs, business prospects or business affairs regulatory status of the Company Manager or the Operating PartnershipAdministrator, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (NGP Capital Resources Co), Underwriting Agreement (NGP Capital Resources Co)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, operations or business affairs regulatory status of the Company Adviser or the Operating PartnershipAdministrator or any of their respective subsidiaries, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could that would reasonably be expected to result in a Material Adverse Effect.Adverse

Appears in 2 contracts

Samples: Debt Distribution Agreement (Prospect Capital Corp), Debt Distribution Agreement (Prospect Capital Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in the Registration Statement and the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings or business affairs of the Company or the Operating PartnershipTrust, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership Trust which could reasonably result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Dealer Manager Agreement (NorthStar Real Estate Capital Income Fund-T), Dealer Manager Agreement (NorthStar Real Estate Capital Income Fund)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, of the Company and its subsidiaries considered as one enterprise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc)

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No Material Adverse Change in Business. Since Subsequent to the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has not been no (i) any material adverse change in the business, operations, properties, financial condition, financial results of operations or otherwise, prospects of the Manager or (ii) in the earnings or business affairs ability of the Company or Manager to perform its obligations under the Operating PartnershipManagement Agreement (collectively, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a “Manager Material Adverse Effect”).

Appears in 1 contract

Samples: Agreement and Any Terms Agreement (Chicago Atlantic Real Estate Finance, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.prospects of

Appears in 1 contract

Samples: Purchase Agreement (Einstein Noah Bagel Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided in given or incorporated by reference into the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise (a "Material Adverse Effect"), whether or not arising in the ordinary course of business, and (bB) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.by

Appears in 1 contract

Samples: Bedford Property Investors Inc/Md

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs, business prospects, management, assets or business affairs properties of the Company or Company, the Operating PartnershipPartnership and their subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.”),

Appears in 1 contract

Samples: Purchase Agreement (Pebblebrook Hotel Trust)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and its subsidiaries considered as one enterprise (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.”),

Appears in 1 contract

Samples: Underwriting Agreement (Ambac Financial Group Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectuses, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of businessbusiness (a "Material Adverse Effect"), and (bB) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result any of its subsidiaries, other than those in a Material Adverse Effect.the

Appears in 1 contract

Samples: Purchase Agreement (Wellpoint Health Networks Inc /Ca/)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.the

Appears in 1 contract

Samples: Purchase Agreement (Provant Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.course

Appears in 1 contract

Samples: Purchase Agreement (JLK Direct Distribution Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated disclosed therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company Bridge or the Operating Partnershipits subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a "Bridge Material Adverse Effect").

Appears in 1 contract

Samples: Purchase Agreement (Savvis Communications Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a "Material Adverse Effect").

Appears in 1 contract

Samples: Purchase Agreement (Merrill Lynch Depositor Inc)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements thereto, except as otherwise stated thereinthe Prospectus, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and its Subsidiaries considered as one enterprise (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.”),

Appears in 1 contract

Samples: Underwriting Agreement (VectivBio Holding AG)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 1 contract

Samples: Underwriting Agreement (Merrill Lynch & Co Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the financial condition, financial or otherwiseearnings, or in the earnings business affairs or business affairs prospects of the Company Seller or the Operating PartnershipCompany (a "Material Adverse Effect"), whether or not arising in the ordinary course of business, business and (bB) there have been no transactions entered into by the Company Seller or the Operating Partnership Company, other than those in the ordinary course of business, which could reasonably result in a Material Adverse Effectare material with respect to the Seller or the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Novastar Mortgage Funding Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings operations or business affairs of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, business (a "MATERIAL ADVERSE EFFECT") and (bB) there have been no transactions entered into by the Company or any of its subsidiaries, other than those in the Operating Partnership which could reasonably result in a Material Adverse Effect.ordinary course of business,

Appears in 1 contract

Samples: Cisco Systems Inc

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings results of operations or business affairs of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 1 contract

Samples: Purchase Agreement (Northern Trust Corp)

No Material Adverse Change in Business. Since Except as otherwise disclosed in the Registration Statement and the Prospectus (including filings incorporated by reference therein), subsequent to the respective dates as of which information is provided given in the Registration Statement and or the Prospectus or any amendments or supplements thereto, except as otherwise stated therein, Prospectus: (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings properties, earnings, business affairs or business affairs prospects of the Company or and the Operating PartnershipSubsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.”),

Appears in 1 contract

Samples: Equity Distribution Agreement (BofI Holding, Inc.)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a "Material Adverse Effect."),

Appears in 1 contract

Samples: Purchase Agreement (Northwestern Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated thereintherein or contemplated thereby, (a) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a "Material Adverse Effect").

Appears in 1 contract

Samples: Underwriting Agreement (Merrill Lynch Depositor Inc)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no not occurred any material adverse change change, or to the Company’s knowledge, any development involving a prospective material adverse change, in the condition, financial or otherwise, or in the earnings or earnings, business affairs or operations of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and business (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect”).

Appears in 1 contract

Samples: Equity Offeringsm Sales Agreement (Kansas City Southern)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement Statement, the Pricing Disclosure Package and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated therein, (a) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings earnings, business affairs, operations or business affairs regulatory status of the Company Adviser or the Operating PartnershipAdministrator or any of their respective subsidiaries, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.ordinary

Appears in 1 contract

Samples: Underwriting Agreement (Prospect Capital Corp)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectuses, except as otherwise stated therein, (aA) there has been no material adverse change in the condition, financial or otherwise, or in the earnings earnings, business affairs or business affairs prospects of the Company or the Operating Partnershipand its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in a Material Adverse Effect.the

Appears in 1 contract

Samples: Purchase Agreement (Wellpoint Health Networks Inc /Ca/)

No Material Adverse Change in Business. Since the respective dates as of which information is provided given in the Registration Statement and the Prospectus or any amendments or supplements theretoProspectus, except as otherwise stated thereintherein or in documents incorporated therein by reference, (a) there has been no material adverse change in the condition, financial or otherwise, results of operations or in the earnings or business affairs prospects of the Company or and the Operating Partnership, whether or not arising in the ordinary course of business, and Subsidiaries (bas hereinafter defined) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in taken as a whole (a “Material Adverse Effect”).

Appears in 1 contract

Samples: Underwriting Agreement (Callon Petroleum Co)

No Material Adverse Change in Business. Since Except as otherwise stated therein, since the respective dates as of which information is provided given in the Registration Statement and Statement, the Prospectus General Disclosure Package or any amendments or supplements theretothe Prospectus, except as otherwise stated therein, (a) there has been no material adverse change in the condition, condition (financial or otherwise), business or in the earnings or business affairs results of operations of the Company or the Operating Partnership, whether or not arising in the ordinary course of business, and (b) there have been no transactions entered into by the Company or the Operating Partnership which could reasonably result in its subsidiaries taken as a Material Adverse Effectwhole.

Appears in 1 contract

Samples: Underwriting Agreement (HCA Holdings, Inc.)

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