Operations and Financial Condition. Absence of Undisclosed Liabilities. Neither Provant nor Acquisition has conducted any material business operations other than in connection with the Merger, the Additional Mergers and the IPO or in preparation for operations to be conducted after the Effective Time. Neither Provant nor Acquisition has any material tangible assets or material liabilities or obligations of any nature, whether accrued, absolute, contingent, or otherwise and whether due or to become due, including without limitation liabilities that may become known or arise after the date hereof and which relate to transactions entered into or any state of facts existing on or before the date hereof and which would be required under generally accepted accounting principles to be shown in a balance sheet or referenced in the notes thereto prepared as of the date hereof, other than those incurred in connection with the Merger, the Additional Mergers and the IPO or in connection with Provant's preparation for future operations. Set forth on the Provant Disclosure Schedule are all liabilities and obligations of Provant and Acquisition (by type) that are as of the date hereof, or are expected to be as of the Effective Time, in excess of $10,000.
Operations and Financial Condition. Absence of Undisclosed ---------------------------------------------------------- Liabilities. Buyer has not conducted any material business operations other ----------- than in connection with the transactions contemplated hereby, the Xxxxxx- American Acquisition and the IPO or in preparation for operations to be conducted after the Closing Date. Buyer does not have any material tangible assets or material liabilities or obligations of any nature, whether accrued, absolute, contingent, or otherwise and whether due or to become due, including without limitation liabilities that may become known or arise after the date hereof and which relate to transactions entered into or any state of facts existing on or before the date hereof and which would be required under generally accepted accounting principles to be shown in a balance sheet or referenced in the notes thereto prepared as of the date hereof, other than those incurred in connection with the transactions contemplated hereby, the Xxxxxx- American Acquisition and the IPO or in connection with Buyer's preparation for future operations.
Operations and Financial Condition. Neither Parent nor Merger Sub has conducted any material business operations other than in connection with the transactions contemplated hereby and the IPO or in preparation for operations to be conducted after the Closing Date. Neither Parent nor Merger Sub has any material tangible assets or material liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise and whether due or to become due, including, without limitation, liabilities that may become known or arise after the date hereof and which relate to transactions entered into or any state of facts existing on or before the date hereof and would be required under GAAP to be shown in a balance sheet or referenced in the notes thereto prepared as of the date hereof, other than those incurred in connection with the transactions contemplated hereby and the IPO or in connection with Parent’s and Merger Sub’s preparation for future operations.
Operations and Financial Condition. Parent has not conducted any material business operations other than in connection with the transactions contemplated hereby and the IPO or in preparation for operations to be conducted after the Closing Date. Parent does not have any material tangible assets or material liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise and whether due or to become due, including, without limitation, liabilities that may become known or arise after the date hereof and which relate to transactions entered into or any state of facts existing on or before the date hereof and would be required under GAAP to be shown in a balance sheet or referenced in the notes thereto prepared as of the date hereof, other than those incurred in connection with the transactions contemplated hereby and the IPO or in connection with Parent’s preparation for future operations.
Operations and Financial Condition. Parent has not conducted any material business operations other than in connection with the transactions contemplated hereby and the IPO or in preparation for operations to be conducted after the Closing Date. Parent does not have any material tangible assets or material liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise and whether due or to become due, including, without limitation, liabilities that may become known or arise after the date hereof and which would be required under GAAP to be shown in a balance sheet or referenced in the notes thereto prepared as of the date hereof, other than those incurred in connection with the transactions contemplated hereby and the IPO or in connection with Parent’s preparation for future operations.
