Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules or in the Financial Statements, Sapientia has no knowledge of any facts which will or may reasonably be expected to have any Material adverse effect on the value of the business or goodwill of Sapientia, or upon its prospects or earning power.
Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules or in the Financial Statements, or in the certificates or other documents delivered pursuant hereto, or matters which affect the economy generally or the industry generally of which the Corporation is a part, the Shareholders, have no knowledge of any facts which will or may reasonably be expected to have any Material adverse effect on the value of the business or goodwill of the Corporation, or upon its prospects or earning power.
Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules or in the Financial Statements, or in the certificates or other documents delivered pursuant hereto, the Management Stockholders have no knowledge of any facts which will or may reasonably be expected to have any material adverse effect on the value of the assets, properties, business or goodwill of the Corporation, or upon its prospects or earning power or upon the Acquired Shares.
Other Material Adverse Information. Except as set forth in this Agreement and the exhibits or schedules attached hereto, or in certificates or other documents delivered pursuant hereto, Seller has no knowledge of any facts which will or may reasonably be expected to have any material adverse effect on the value of the Assets.
Other Material Adverse Information. Except as set forth in this Agreement or in the Interim Financial Statements certificates, exhibits or schedules delivered pursuant hereto, the Seller has no knowledge of any information of a materially adverse nature with respect to (a) the working capital, results of operation, business, assets, liabilities (absolute, accrued, contingent or otherwise), reserves, operations, prospects, properties or condition (financial or otherwise) of the Business; (b) the ability of the Seller to consummate the transactions contemplated by this Agreement; or (c) the ability of the Buyer to conduct its business after the consummation of the transactions contemplated by this Agreement in the manner proposed to be conducted.
Other Material Adverse Information. Except as set forth in this Agreement or in the Financial Statements, certificates, exhibits or Schedules delivered pursuant hereto, neither Target nor any of the Shareholders have any knowledge of any information of a materially adverse nature with respect to the business, assets, operations, properties or condition (financial or otherwise) of Target.
Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules or in the Financial Statements, Park Road has no knowledge of any facts which will or may reasonably be expected to have any Material adverse effect on the value of the business or goodwill of Park Road, or upon its prospects or earning power.
Other Material Adverse Information. Except xx xxxxxssly set forth in this Agreement and the Schedules, in the Financial Statements, or in the certificates delivered pursuant hereto, or matters which affect the economy generally or the industry generally of which Acquired Entities are a part, no Acquired Entity has Knowledge of any facts which would reasonably be expected to have a Company Material Adverse Effect.
Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules or in the financial statements of Schawk contained in Schawk's Public Filings, or in the certificates delivered pursuant hereto, or matters which affect the economy generally or the industry generally of which Schawk is a part, Schawk has no knowledge of any facts which would reasonably be expected to have a Schawk Material Adverse Effect.
Other Material Adverse Information. Except as expressly set forth in this Agreement and the Schedules, or in the Financial Statements, or in the certificates or other documents delivered pursuant hereto, Seller has no Knowledge of any facts, developments, or threatened developments with respect to the markets, products, services, clients, customers, facilities, computer software, databases, personnel, vendors, suppliers, operations, assets or prospects of the Business which could reasonably be expected to have a Material Adverse Effect. Seller is not a party to any indenture, agreement, contract, commitment, lease, plan, license, permit, authorization or other instrument, document or understanding, oral or written, or subject to any charter or other corporate restriction or any judgment, order, writ, injunction, decree or award which could reasonably be expected to have a Material Adverse Effect. Seller has used commercially reasonable efforts to keep available for Buyer the services of the employees, agents, customers and suppliers of Seller active in the conduct of the Business. Except as set forth on Schedule 2.1.27, Seller has no reason to believe that any loss of any employee, agent, customer or supplier or other advantageous arrangement will result because of the consummation of the transactions contemplated hereby.
