Absence of Certain Liabilities. No liability (whether or not such liability is being litigated) has been asserted against the Borrower, any of its Subsidiaries or any ERISA Affiliate in connection with any Employee Pension Plan or any Multiemployer Plan by the PBGC other than for required premium payments to the PBGC, by a trustee appointed pursuant to Section 4042(b) or (c) of ERISA, or by a sponsor or an agent of a sponsor of a Multiemployer Plan, and no lien has been attached and no Person has threatened to attach a lien on any of the Borrower’s, any of its Subsidiaries’ or any ERISA Affiliate’s property as a result of failure to comply with ERISA or as a result of the termination of any Plan.
Absence of Certain Liabilities. Except as set forth in the Interim Financial Statements, Company has, and as of the Closing will have, no contingent liabilities or obligations that are included in the Continuing Liabilities.
Absence of Certain Liabilities. Except as set forth on Section 3.17(c) of the Seller Disclosure Schedule, neither the Company, any Subsidiary nor any Group Company has incurred any liability under, arising out of or by operation of Title IV of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and no fact or event exists that could give rise to any such liability.
Absence of Certain Liabilities. Except as set forth on Section 4.16(c) of the Purchaser Disclosure Schedule, neither the Purchaser nor any Purchaser Subsidiary has 36 incurred any liability under, arising out of or by operation of Title IV of ERISA, and no fact or event exists that could give rise to any such liability.
Absence of Certain Liabilities. To the knowledge of the Company, there has not been any nonexempt prohibited transaction (within the meaning of Section 406 and 408 of ERISA or Section 4975 of the Code) with respect to any Company Benefit Plan. Neither the Company nor any Company Subsidiary has incurred any liability that has not been satisfied under, arising out of or by operation of Title IV of ERISA, including, without limitation, any liability in connection with (i) the termination or reorganization of any employee benefit plan subject to Title IV of ERISA, (ii) the withdrawal from any Multiemployer Plan within the five-year period immediately preceding the date of this Agreement or (iii) the withdrawal from any Multiple Employer Plan, and no fact or event exists which could give rise to any such liability.
Absence of Certain Liabilities. Neither the Seller nor the Company has any Liability with respect to:
Absence of Certain Liabilities. The Company has no liability or obligation of any nature, whether absolute, accrued, contingent or otherwise, arising out of acts or omissions heretofore occurring, or circumstances currently or heretofore existing, except: (i) as expressly set forth in this Agreement (including without limitation disclosures in Schedule 3.2(b) and any other Schedules hereto); (ii) as accrued in the balance sheet included in the Financial Statements; (iii) for liabilities and obligations incurred since May 31, 2000 in the ordinary course of business consistent in nature and amount with past practice; and (iv) liabilities and obligations of a kind not required to be accrued in a balance sheet at the date hereof prepared in accordance with GAAP which individually (or in the aggregate for related matters) will not subject the Company to Damages in excess of $50,000.
Absence of Certain Liabilities. To the Indemnitors' knowledge, as of the Balance Sheet Date, the Corporation and the Subsidiaries had no liabilities or obligations of any nature (whether absolute, accrued, contingent, due or to become due) except as and to the extent reflected and fully reserved against in the Balance Sheet other than those liabilities and obligations set forth on Part 4 of the Schedule and, except as disclosed in Part 4 of the Schedule, since the Balance Sheet Date, the Corporation and Subsidiaries have incurred no liabilities or obligations of any nature other than in the ordinary course of business and consistent with past practice.
Absence of Certain Liabilities. Except for matters reflected or reserved against in the balance sheet as of March 31, 1999 included in the financial statements contained in the EKCO Public Reports filed on or prior to the date hereof, EKCO had not at that date, and has not since that date, incurred any liabilities or obligations (whether absolute, accrued, contingent, fixed or otherwise, or whether due or to become due) of any nature except liabilities or obligations that (a) were incurred in the ordinary course of business consistent with past practices and (b) have not had, and could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
