No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 72 contracts
Samples: Underwriting Agreement (Acumen Pharmaceuticals, Inc.), Underwriting Agreement (Janux Therapeutics, Inc.), Underwriting Agreement (Janux Therapeutics, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyFund, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyFund, other than those in the ordinary course of business, which are material with respect to the CompanyFund, and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company Fund on any class of its capital stock.
Appears in 11 contracts
Samples: Initial Offering Period Agreement (Western Asset Middle Market Income Fund Inc.), Underwriting Agreement (Clearbridge American Energy MLP Fund Inc.), Underwriting Agreement (Ivy High Income Opportunities Fund)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyCompany or any of its subsidiaries, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyCompany or any of its subsidiaries, 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 any of its subsidiaries on any class of its capital stock.
Appears in 9 contracts
Samples: Placement Agency Agreement (Matinas BioPharma Holdings, Inc.), Underwriting Agreement (SharpSpring, Inc.), Underwriting Agreement (SharpSpring, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock or repurchase or redemption by the Company of any class of capital stock.
Appears in 8 contracts
Samples: Purchase Agreement (THL Credit, Inc.), THL Credit, Inc., THL Credit, Inc.
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 8 contracts
Samples: Purchase Agreement (Sigmatel Inc), Purchase Agreement (Mgi Pharma Inc), Underwriting Agreement (Banuestra Financial CORP)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Time of Sale Prospectus and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 7 contracts
Samples: Underwriting Agreement (Symmetry Holdings Inc), Underwriting Agreement (Symmetry Holdings Inc), Underwriting Agreement (Platform Acquisition Corp. International)
No Material Adverse Change in Business. Except as otherwise stated thereinherein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 7 contracts
Samples: Underwriting Agreement (INVO Bioscience, Inc.), Underwriting Agreement (INVO Bioscience, Inc.), Underwriting Agreement (Arcimoto Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 5 contracts
Samples: Underwriting Agreement (Aytu Biopharma, Inc), Aytu Biopharma, Inc, Underwriting Agreement (Avinger Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Statement or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyCompany considered as one enterprise, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 CompanyCompany considered as one enterprise, and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 5 contracts
Samples: Terms Agreement (Cue Biopharma, Inc.), Terms Agreement (Cue Biopharma, Inc.), Terms Agreement (Cue Biopharma, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the Company, 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 on any class of its capital stock.
Appears in 5 contracts
Samples: Purchase Agreement (Orexigen Therapeutics, Inc.), Purchase Agreement (Orexigen Therapeutics, Inc.), Purchase Agreement (Orexigen Therapeutics, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective -------------------------------------- dates as of which information is given in the Registration StatementStatement and the Prospectuses, the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 4 contracts
Samples: Management Agreement (Apex Mortgage Capital Inc), Purchase Agreement (Apex Mortgage Capital Inc), Purchase Agreement (Apex Mortgage Capital Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 4 contracts
Samples: Purchase Agreement (Concentric Medical Inc), Purchase Agreement (Allos Therapeutics Inc), Purchase Agreement (Allos Therapeutics Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 3 contracts
Samples: Underwriting Agreement (Runway Growth Finance Corp.), Underwriting Agreement (Runway Growth Finance Corp.), Underwriting Agreement (Runway Growth Finance Corp.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs affairs, properties or business prospects of the CompanyCompany and its subsidiaries, taken as a whole, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stockshare capital.
Appears in 3 contracts
Samples: Underwriting Agreement (ProQR Therapeutics N.V.), Underwriting Agreement (ProQR Therapeutics N.V.), Underwriting Agreement (ProQR Therapeutics N.V.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stockshare capital.
Appears in 3 contracts
Samples: Placement Agency Agreement (ProQR Therapeutics N.V.), Underwriting Agreement (ProQR Therapeutics N.V.), Underwriting Agreement (ProQR Therapeutics B.V.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 3 contracts
Samples: Underwriting Agreement (Invea Therapeutics, Inc), Underwriting Agreement (Aileron Therapeutics Inc), Underwriting Agreement (Entellus Medical Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Time of Sale Prospectus and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 3 contracts
Samples: Underwriting Agreement (First Class Navigation CORP), Underwriting Agreement (First Class Navigation CORP), Underwriting Agreement (First Class Navigation CORP)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 3 contracts
Samples: Underwriting Agreement (Healthcare Acquisition Partners Corp.), Underwriting Agreement (Healthcare Acquisition Partners Corp.), Underwriting Agreement (Healthcare Acquisition Partners Corp.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Statement or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 3 contracts
Samples: MBF Healthcare Acquisition Corp., MBF Healthcare Acquisition Corp., Mistral Acquisition CO
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the -------------------------------------- respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Purchase Agreement (Ubid Inc), Purchase Agreement (Ubid Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective -------------------------------------- dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Sales Agency Agreement (President Bvi International Investment Holdings LTD), Chevy Chase Preferred Capital Corp
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ares Capital Corp), Eden Bioscience Corp
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has not been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “any Material Adverse Effect”), (B) there have been no transactions or agreements entered into by the CompanyCompany or any of its subsidiaries, other than those in the ordinary course of business, which are material with respect to the CompanyCompany and its subsidiaries considered as one enterprise, and (C) except for regular quarterly dividends on the Common Stock in amounts per share that are consistent with past practice, there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Southwest Water Co), Underwriting Agreement (Southwest Water Co)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock, other than with respect to option grants or restricted stock awards to employees.
Appears in 2 contracts
Samples: Purchase Agreement (Zymogenetics Inc), Purchase Agreement (Zymogenetics Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statutory Prospectus and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock, and (D) the Company has not incurred any liability or obligation, direct or contingent, for borrowed money.
Appears in 2 contracts
Samples: Purchase Agreement (National Energy Resources Acquisition CO), Purchase Agreement (National Energy Resources Acquisition CO)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Statutory Prospectus or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Purchase Agreement (Catalytic Capital Investment Corp), Purchase Agreement (Catalytic Capital Investment Corp)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementStatement and the Prospectuses, the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyCompany or the Partnership, considered as a whole, or the Lessee, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Purchase Agreement (Sunstone Hotel Investors Inc), Sunstone Hotel Investors Inc
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change or a development known to the Company involving a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, earnings or business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Regeneron Pharmaceuticals Inc), Regeneron Pharmaceuticals Inc
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementPreliminary Offering Memorandum, the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Purchase Agreement (Tortoise Gas & Oil Corp), Tortoise Gas & Oil Corp
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Statement or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock, (D) no director or officer of the Company has resigned from any position with the Company and (E) the Company has not incurred any liability or obligation, direct or contingent, for borrowed money.
Appears in 2 contracts
Samples: Purchase Agreement (Tremisis Energy Acquisition CORP II), Purchase Agreement (Tremisis Energy Acquisition CORP II)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Statement or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs affairs, properties or business prospects of the CompanyCompany and its subsidiaries, taken as a whole, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stockshare capital.
Appears in 2 contracts
Samples: Sales Agreement (ProQR Therapeutics N.V.), Sales Agreement (ProQR Therapeutics N.V.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Cadence Pharmaceuticals Inc), Purchase Agreement (Thermage Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Package, the Prospectus or the European Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Ablynx NV)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (Ai) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (Bii) there have been no transactions entered into by the Company, Company other than those in the ordinary course of business, which are material with respect to the Company, and (Ciii) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Orexigen Therapeutics, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, the Partnership, considered as a whole, or the Lessee, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the financial condition, financial or otherwise, or in the earnings, business affairs conduct or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), and (B) there have been no transactions entered into by the Company, 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Purchase Agreement (Tortoise Capital Resources Corp)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyTrust, whether or not arising in the ordinary course of business (a “Trust Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyTrust, other than those in the ordinary course of business, which are material with respect to the Company, Trust and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company Trust on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (BlackRock Multi-Sector Income Trust)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementStatement and the Prospectus (in each case exclusive of any amendments or supplements thereto subsequent to the date of this Agreement), the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) there have been no transactions entered into by the Company, other than those in the ordinary course of business, which Company that 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 on any class of its capital stock.
Appears in 1 contract
Samples: Zumiez Inc
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as date of which information is given the most recent financial statements of the Company included in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Carbylan Therapeutics, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Verrica Pharmaceuticals Inc.
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementOffering Memorandum, the General Disclosure Package except as otherwise stated therein or the Prospectuscontemplated thereby, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Purchase Agreement (Mgi Pharma Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyCompany , other than those in the ordinary course of business, which are material with respect to the CompanyCompany , and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 CompanyCompany considered as one enterprise, and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated or contemplated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Geron Corp)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse EffectChange”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Equity Offeringsm Sales Agreement (Acumen Pharmaceuticals, Inc.)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective -------------------------------------- dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein or contemplated, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Purchase Agreement (Liposcience Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) except as otherwise disclosed in the Company’s filings with the Commission, 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or and the Prospectus, except as otherwise stated therein, (A) there has not been no any material adverse change or any development involving a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, business affairs or business prospects operations of the CompanyCompany and its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”), ") and (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Celgene Corp /De/
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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, Company and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyCompany or any of its Subsidiaries, other than those in the ordinary course of business, which are material with respect to the CompanyCompany and its Subsidiaries considered as one enterprise, and (C) except for regular quarterly dividends on the Common Stock in amounts per share that are consistent with past practice, there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Franklin Street Properties Corp /Ma/)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Package, the Prospectus or the ProspectusFinal Canadian MJDS Supplement, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: webfiles.thecse.com
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or Statement and the Prospectus, except as otherwise stated therein, (A) there has been no material adverse change change, or any development involving a prospective material adverse change, in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Purchase Agreement (Webster Preferred Capital Corp)
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementOffering Memorandum, the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyCompany and its subsidiary, taken as a whole, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Dti Holdings Inc
No Material Adverse Change in Business. Except as otherwise stated therein, since Since the respective dates as of which information is given in the Registration StatementStatement and the Prospectuses, the General Disclosure Package or the Prospectusexcept as otherwise stated therein, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) there have been no transactions entered into by the Company, 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 on any class of its capital stock.
Appears in 1 contract
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package Package, the Prospectus or the ProspectusFinal Canadian MJDS Supplement, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “"Material Adverse Effect”"), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: ALKALINE WATER Co INC
No Material Adverse Change in Business. Except as otherwise stated thereinin the Prospectus, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse EffectChange”), (B) 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 on any class of its capital stock.
Appears in 1 contract
Samples: Sales Agreement (Avinger Inc)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyCompany or any of its subsidiaries, other than those in the ordinary course of business, which are material with respect to the CompanyCompany and its subsidiaries considered as one enterprise, and (C) except for regular quarterly dividends on the Common Stock in amounts per share that are consistent with past practice, there has been no dividend or distribution of any kind declared, paid or made by the Company on any class of its capital stock.
Appears in 1 contract
Samples: Underwriting Agreement (Franklin Street Properties Corp /Ma/)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyTrust, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyTrust, other than those in the ordinary course of business, which are material with respect to the CompanyTrust, and (C) there has been no dividend or distribution of any kind declared, paid or made by the Company Trust on any class of its capital stock.
Appears in 1 contract
Samples: Transfer Agency Agreement (BlackRock Multi-Sector Opportunities Trust)
No Material Adverse Change in Business. Except as otherwise stated therein, since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package or the Prospectus, (A) there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the CompanyCompany or any of its subsidiaries, whether or not arising in the ordinary course of business (a “Material Adverse Effect”), (B) there have been no transactions entered into by the CompanyCompany or any of its subsidiaries, 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 any of its subsidiaries on any class of its capital stock.
Appears in 1 contract
