Material Liabilities. The Company has no material liability or obligation, absolute or contingent (individually or in the aggregate), except (i) obligations and liabilities incurred after the date of incorporation in the ordinary course of business that are not material, individually or in the aggregate, (ii) obligations under the Notes and in connection with the Advance and (iii) as contemplated by the Merger Agreement and the Transaction Documents.
Material Liabilities. Except for liabilities disclosed in the Financial Statements or the SEC Reports, and obligations under the Other Agreements, the Corporation and its subsidiaries have no material liabilities or obligations, absolute or contingent, other than liabilities arising in the ordinary course of business subsequent to the date of the most recent of the Financial Statements.
Material Liabilities. The Company has no material liabilities or obligations, absolute or contingent (individually or in the aggregate) except (a) the liabilities and obligations set forth in the Financial Statements, (b) liabilities and obligations which have been incurred subsequent to June 30, 1998, in the ordinary course of business which have not been in the aggregate materially adverse, (c) liabilities and obligations under lease for its principal offices and for equipment, and (d) liabilities and obligations under sales, procurement and other contracts and arrangements entered into in the normal course of business.
Material Liabilities. The sole outstanding material liabilities of the Borrower are set forth on Schedule 3.5 annexed hereof.
Material Liabilities. The sole outstanding material liabilities of the Company are set forth on Schedule 3.1(ff) .
Material Liabilities. The Borrower and its Subsidiaries have no material liabilities, direct or contingent, except: (i) those disclosed in the Financial Statements, and (ii) those arising in the ordinary course of business since the date of such Financial Statements which have in the aggregate no Material Adverse Effect.
Material Liabilities. Except as set forth on Subsection 2.11 of the Disclosure Schedule, the Company has no liability or obligation, absolute or contingent (individually or in the aggregate), except (i) obligations and liabilities incurred after the date of incorporation in the ordinary course of business that are not material, individually or in the aggregate, and (ii) obligations under contracts made in the ordinary course of business that would not be required to be reflected in financial statements prepared in accordance with generally accepted accounting principles.
Material Liabilities. The Company has no liability or obligation, absolute or contingent (individually or in the aggregate), except obligations and liabilities already listed in its financial statements. The Company has no secured liabilities or obligations. All of the Company’s liabilities and obligations for indebtedness including, but not limited to liabilities and obligations for indebtedness due to Sxxxxx Xxxxxx and his affiliates, are unsecured and will be pari passu with the Notes.
Material Liabilities. Except as set forth on Exhibit 2.15, or to the extent reflected or reserved against on the Balance Sheet, Seller did not have, as of the Balance Sheet Date, and has not incurred since that date, any material uninsured liabilities or obligations of any nature, whether accrued, absolute, contingent or otherwise, and whether due or to become due which would have a Material Adverse Effect, other than those incurred in the ordinary course of business. Except as set forth on Exhibit 2.15, Seller and Shareholders do not know, or have reasonable grounds to know, of any basis for the assertion against Seller as of the Balance Sheet Date, of any material claim or liability of any nature in any amount not fully reflected or reserved against on the Balance Sheet, or of any material uninsured claim or liability of any nature arising since that date which would have a Material Adverse Effect other than those incurred in the ordinary course of business or contemplated by this Agreement.
Material Liabilities. Neither any Seller nor each of the Company and its Subsidiaries has any material liabilities, obligations or commitments of the type required to be reflected on a balance sheet prepared in accordance with past accounting practices of each of the Company and its Subsidiaries .
