Events and Conditions Sample Clauses

Events and Conditions. Since December 31, 2007, except as expressly contemplated by this Agreement, (a) the Purchaser and the Purchaser Subsidiaries have conducted their businesses only in the ordinary course and in a manner consistent with past practice and (b) there has not been any Purchaser Material Adverse Effect.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Events and Conditions. Since the Reference Balance Sheet Date, except as Disclosed by Seller in any subsequently filed SEC Reports or Press Releases, as reflected in the 1997 Financial Statements,
Sample 1Sample 2
Events and Conditions. Since December 31, 2007, the Business has been conducted in the ordinary course consistent with past practice. As amplification and not limitation of the foregoing, since such date, except as set forth in Section 3.08 of the Disclosure Schedule, neither the Company nor the Institution has:
Sample 1
Events and Conditions. As from December 31, 2017 and except for the transactions contemplated in this Agreement, the businesses of the Company and the Company’s Subsidiaries have been conducted in the same manner it has been conducted to date and in the Ordinary Course of Business. The Founding Shareholders have caused the Company and its Subsidiaries to retain the services of their Officers and Employees as of December 31, 2017, to preserve the good reputation of the Company and its Subsidiaries, and to maintain the relationship of the Company and its Subsidiaries with customers, suppliers, distributors, and other Persons that have business relations with the Company and/or with any of its Subsidiaries; and
Sample 1
Events and Conditions. Since December 1, 2002, the Seller and the Company have conducted the business of the Company in the ordinary course and consistent with past practice and the Company has not suffered or incurred any Material Adverse Effect. As amplification and not limitation of the foregoing except in the ordinary course of business and consistent with past practice, since such date neither the Company nor the Seller has:
Sample 1
Events and Conditions. Since the Balance Sheet Date, and other than in the Ordinary Course consistent with past practice, there has not been, with respect to the Corporation, any: event, occurrence or development that has had, or could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect; amendment of the Articles, unanimous shareholder agreement or other constating documents of the Corporation; any change in capitalization of the Corporation whatsoever (including issuance or disposition of shares); declaration or payment of any dividends or distributions on or in respect of any shares in the Corporation or redemption, retraction, purchase or acquisition of its shares; material change in any accounting practice or cash management practices of the Corporation, except as required by GAAP or as disclosed in the notes to the Financial Statements; entry into any Contract that would constitute a Material Contract; assumption of any indebtedness for borrowed money except unsecured current obligations and Liabilities; transfer, assignment, sale or other disposition of any of the Assets shown or reflected in the Balance Sheet or cancellation of any debts or entitlements; transfer, assignment or grant of any licence or sublicence of any material rights in respect of any Corporate IP or Corporate IP Agreements; any capital investment in, or any loan to, any other Person; acceleration, termination, material modification to or cancellation of any Material Contract to which the Corporation is a party or by which it is bound; any material capital expenditures or material Inventory purchase; imposition of any Encumbrance upon any of the Shares or Assets, tangible or intangible; grant or payment of any form of compensation or severance to its current or former employees, officers, directors, Independent Contractors; hiring or promoting any individual except to fill a vacancy; adoption, modification or termination of any: (i) agreement with any current or former employee, officer, director, or Independent Contractor; or (ii) Benefit Plan, in each case, whether written or oral; any loan to (or forgiveness of any loan to), or entry into any other transaction with, any of its Related Parties; entry into a new line of business or abandonment or discontinuance of existing lines of business; action by the Corporation that would have the effect of increasing the Tax liability or reducing any Tax asset or attribute of the Corporation; or any Contract to do any of th...
Sample 1

Related to Events and Conditions

  • Agreements and Conditions On or before the Closing Date, Seller shall have complied with and duly performed and satisfied in all material respects all agreements and conditions on its part to be complied with and performed by such date pursuant to this Agreement.

  • Covenants and Conditions All provisions of this Lease to be observed or performed by Lessee are both covenants and conditions.

  • Restrictions and Conditions (a) Any book entries for the shares of Restricted Stock granted herein shall bear an appropriate legend, as determined by the Administrator in its sole discretion, to the effect that such shares are subject to restrictions as set forth herein and in the Plan.

  • Conditions The effectiveness of this Amendment is subject to the satisfaction of the following conditions precedent:

  • Compliance with Agreements and Conditions Buyer shall have performed and complied with all material agreements and conditions required by this Agreement to be performed or complied with by Buyer prior to or on the Closing Date.

  • Other Terms and Conditions You also agree to be bound by any other specific terms and conditions governing such recurring/instalment payment scheme. In the event of conflict, such specific terms and conditions are to prevail over the provisions of this clause but only to the extent necessary to give full effect to those terms and conditions.

  • General Terms and Conditions In consideration of the mutual promises contained in this Agreement, and intending to be legally bound, pursuant to Section 252 of the Act, Verizon and PNG hereby agree as follows:

  • Conditions and Covenants All of the provisions of this Lease shall be deemed as running with the land, and construed to be “conditions” as well as “covenants” as though the words specifically expressing or imparting covenants and conditions were used in each separate provision.

  • ADDITIONAL TERMS AND CONDITIONS This Annex A to the Second Amended and Restated Servicing Agreement, dated October 31, 2021 (the “Agreement”), among Xxxxx Bank and Xxxxx Trust Company, as Sellers, the Bank Assets Purchaser and, upon execution of the Joinder Agreement, the Delaware Trust Assets Purchaser, as Purchasers, and Guarantor (solely for purposes of Section 9.5 of the Agreement), is incorporated into and deemed part of the Agreement in all respects.

  • Terms and Conditions of Sale This Price List supersedes all previous price lists. • Orders with an invoice value of $1,400 net or more will be shipped freight prepaid to one destination in the United States. • Terms are COD, CIA or Net 30 days with approved Credit. • Buyer shall pay all applicable federal, state and municipal sales or use tax. • No merchandise shall be returned without prior written authorization. • All returned merchandise must be in original carton & shipped prepaid. • All returned merchandise is subject to a 25% restocking charge. • No returns will be accepted after 90 days of shipping date. • Purchase should make claim directly to carrier for any damages to merchandise that occur in transit. • No minimum order charge. • Prices subject to change without notification.

Time is Money Join Law Insider Premium to draft better contracts faster.