No Adverse Changes definition

No Adverse Changes. Except as set forth in Item 3.13 of the Disclosure Schedule, since December 31, 1999, there has not been (a) any material adverse change in the business, prospects, the financial or other condition, or the respective assets or liabilities of Pure Vision and the Subsidiaries as reflected in the Financial Statements, (b) any material loss sustained by Pure Vision or any Subsidiary, including, but not limited to any loss on account of theft, fire, flood, explosion, accident or other calamity, whether or not insured, which has materially and adversely interfered, or may materially and adversely interfere, with the operation of Pure Vision's or any Subsidiary's business, or (c) to the best knowledge of Pure Vision, any event, condition or state of facts, including, without limitation, the enactment, adoption or promulgation of any law, rule or regulation, the occurrence of which materially and adversely does or would affect the results of operations or the business or financial condition of Pure Vision or any Subsidiary; it being understood and acknowledged that Pure Vision has been substantially reducing its operations for some time.

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No Adverse Changes. Except as set forth in Schedule 3.17 or as described in the Financial Statements, from December 31, 2013, to the date of this Agreement: (a) there has not been a Material Adverse Effect; (b) the Businesses and the Assets have been operated and maintained in the ordinary course of business consistent with past practices; and (c) there has not been any material damage or destruction to any material portion of the Assets other than such damage or destruction that has been repaired.

No Adverse Changes. No material adverse change in the financial condition or business of the Company (and Subsidiaries) shall have occurred and the Company (or Subsidiaries) shall not have suffered any material loss or damage to any of its properties or assets, whether or not covered by insurance, which change, loss or damage does or will materially affect or impair the ability of the Company (and Subsidiaries) to conduct its business in the manner theretofore conducted.

Examples of No Adverse Changes in a sentence

• Information and Financial Data Accurate; Financial Statements; No Adverse Changes......................

• CONDITIONS PRECEDENT TO OBLIGATIONS OF PURCHASER 6.1 Representations and Warranties; Performance of Obligations 6.2 Master Purchase Agreement 6.3 No Adverse Changes 6.4 Satisfaction 6.5 Consents and Approvals 6.6 Instruments of Transfer and Title Insurance 6.7 Condition of the Business and Assets 6.8 Bonds and Tax Abatement Agreement 6.9 GECC Leases 6.10 Tolling Obligations 6.11 Closing of Business 6.12 Opinion of Counsel 7.

• A-34 10.2 No Adverse Changes.......................................

• The City of Columbus believes that the LSCP described in the proposal and outlined in this agreement constitutes an innovative approach to the issue of childhood lead poisoning in its scope and breadth of services.

• Schedule 3.10 - Financial Statements Schedule 3.11 - No Adverse Changes Schedule 3.12 - Liabilities Schedule 3.13 - Taxes Schedule 3.14 - Benefit Plans Schedule 3.18 - Environmental Matters Schedule 3.19 - Contracts and Commitments Schedule 3.20 - Title Defects Schedule 3.21 - Insurance Policies Schedule 3.22 - Condition of Assets Schedule 3.23 - Labor Relations Schedule 3.25 - Employee Actions Schedule 3.26 - Potential Conflicts of Interest Schedule 4.3 - SEC Filing Deficiencies .

• A-34 9.2 No Adverse Changes.......................................

More Definitions of No Adverse Changes

No Adverse Changes. Except as set forth in Section 3.20 of the Disclosure Schedule, since the Balance Sheet Date, the Company and the Subsidiaries have conducted their respective businesses only in the ordinary course of business, and none of them has: (i) through the date of this Agreement, suffered any material adverse change in its business, properties or financial condition, including any material damage, destruction or loss affecting its assets, (ii) made any material increase in compensation payable or to become payable to any of its employees or made or promised to make any material bonus payment to any of its employees, or made any material change in personnel policies, insurance benefits or other compensation arrangements affecting any of its employees (other than increases, promises or changes in the ordinary course consistent with past practices or pursuant to Benefit Plans, Benefit Arrangements and practices in effect as of the Balance Sheet Date); (iii) sold, transferred, leased to others or otherwise disposed of any of its material assets (except for (x) inventory sold or used in the ordinary course of business consistent with past practices or (y) assets sold or disposed of and replaced by other similar assets), canceled or compromised any debts owed to, or claims relating to, its assets, business or operations which are of material value or waived, compromised or released any rights which are of material value or (iv) through the date of this Agreement, suffered any termination of any Contract to which it is or was a party representing $500,000 or more of revenues to the Company and the Subsidiaries for the 12-month period ending on the date of this Agreement.

No Adverse Changes. Except as set forth in Item 3.13 of the Disclosure Schedule, since December 31, 1999, there has not been (a) any material adverse change in the business, prospects, the financial or other condition, or the respective assets or liabilities of Value and the Subsidiaries, (b) any material loss sustained by Value or any Subsidiary, including, but not limited to any loss on account of theft, fire, flood, explosion, accident or other calamity, whether or not insured, which has materially and adversely interfered, or may materially and adversely interfere, with the operation of Value's or any Subsidiary's business, or (c) to the best knowledge of Value, any event, condition or state of facts, including, without limitation, the enactment, adoption or promulgation of any law, rule or regulation, the occurrence of which materially and adversely does or would affect the results of operations or the business or financial condition of Value or any Subsidiary; it being understood and acknowledged that Value has been substantially reducing its operations for some time.