NO UNDISCLOSED LIABILITIES. Except as set forth in Part 3.10 of the Disclosure Schedule, neither Seller nor Seller's predecessor has any material liabilities or obligations of any nature relating to the Purchased Assets.
NO UNDISCLOSED LIABILITIES. Except as set forth in the Company Balance sheet included in the Audited Financial Statements or as set forth in SCHEDULE 3.6, the Company has no material debts, liabilities or obligations, known or unknown, contingent or absolute, except those arising in the ordinary course of business of the Company and consistent with past practice.
NO UNDISCLOSED LIABILITIES. The amount of liabilities and Debt referenced in Section 12.19 of the Agreement is Twenty-Five Thousand and no/100 Dollars ($25,000.00).
Examples of NO UNDISCLOSED LIABILITIES in a sentence
SCHEDULE 2.1(I) NO UNDISCLOSED LIABILITIES ROBERT PETTY NOTE PURCHASE AGREXXXXX: On May 18, 2005, the Company entered into a note purchase agreement with Robert Petty, the Company's Xxxxxxxx xnd Chief Executive Officer.
AS TO THE COMPANY AND ITS AFFILIATES 5 5.1. OWNERSHIP INTERESTS OF THE COMPANY 5 5.2. COMPANY ENTITIES 6 5.3. ORGANIZATION; AUTHORITY; NO APPROVALS; NO CONFLICT; NO CONSENT 6 5.4. COMPANY ACCOUNTS 8 5.5. FINANCIAL STATEMENTS 8 5.6. ABSENCE OF CHANGES; NO UNDISCLOSED LIABILITIES 8 5.7. TAXES 9 5.8. TITLE; PROPERTIES 10 5.9. INSURANCE 10 5.10.
REPRESENTATIONS AND WARRANTIES OF PARENT 39 3.1 ORGANIZATION AND GOOD STANDING 39 3.2 AUTHORITY; NO CONFLICT 39 3.3 CAPITALIZATION; MERGER SHARES 41 3.4 FILINGS WITH THE SEC 42 3.5 RIGHTS AGREEMENT 42 3.6 INTERIM OPERATIONS OF MERGER SUB 42 3.7 CAPITAL RESOURCES 43 3.8 ABSENCE OF CERTAIN CHANGES AND EVENTS 43 3.9 WKSI 43 3.10 NO UNDISCLOSED LIABILITIES 43 3.11 COMPLIANCE WITH LAWS 43 3.12 NO OTHER REPRESENTATIONS 44 ARTICLE 4.
SCHEDULE 3.7 NO UNDISCLOSED LIABILITIES The Corporation owes $12,000 to the State of Texas for unemployment taxes.
NO UNDISCLOSED LIABILITIES.....................................................
More Definitions of NO UNDISCLOSED LIABILITIES
NO UNDISCLOSED LIABILITIES. Except as set forth in the Seller's Balance Sheet included in the Unaudited Financial Statements as Exhibit B, the Seller has no material debts, liabilities or obligations, known or unknown, contingent or absolute, in excess of $1,000, except those arising in the ordinary course of business of the Seller and consistent with past practice. 3.7 ACTIONS SINCE THE SELLER'S BALANCE SHEET: Except as set forth and reflected in this Agreement, since the date of the Seller's Balance Sheet, the Seller has not: 3.7.1 incurred any material obligation or liability, known or unknown, absolute or contingent, except those arising in the ordinary and usual course of its business and those incurred in connection with the transactions contemplated by this Agreement; 3.7.2 issued or sold, or agreed to issue or sell any capital stock of the Seller or any securities convertible into or rights to acquire any such capital stock or any dividend or distribution declared, set aside or paid on any such capital stock; 3.7.3 discharged or satisfied any lien or encumbrance, except in the ordinary and usual course of business, or paid or satisfied any liability, absolute or contingent, other than as set forth in the Seller's Balance Sheet in the ordinary and usual course of business and those incurred in connection with the transactions contemplated by this Agreement; 3.7.4 made any wage or salary increases or granted any bonuses other than wage and salary increases and bonuses granted in accordance with its normal salary increase and bonus policies; 3.7.5 mortgage, pledged or subjected to any lien, pledge, charge or other encumbrance any of its properties or assets, or permitted any of its property or assets to be subject to any lien or other encumbrance, except in the ordinary and usual course of business; 3.7.6 sold, assigned or transferred any of its properties or assets, except in the ordinary and usual course of business; 3.7.7 entered into any transaction or course of conduct not in the ordinary and usual course of business; 3.7.8 waived any rights of substantial value, or canceled, modified or waived any indebtedness for borrowed money held by it, except in the ordinary and usual course of business; 3.7.9 made any loans or advances to any person or assumed, guaranteed, endorsed or otherwise became responsible for the obligations of any person; or 3.7.10 incurred any indebtedness for borrowed money (except for endorsement, for collection or deposit of negotiable instruments receiv...
NO UNDISCLOSED LIABILITIES. Except as set forth in the Purchaser's Balance Sheet included in the Unaudited Financial Statements as Exhibit B, the Purchaser has no material debts, liabilities or obligations, known or unknown, contingent or absolute, in excess of $1,000, except those arising in the ordinary course of business of the Purchaser and consistent with past practice. 4.8 LITIGATION, COMPLIANCE WITH LAW: There are no pending or threatened actions, suits, proceedings or governmental investigations or reviews relating to the Purchaser or any of its properties, assets or business or, to the knowledge of the Purchaser, any order, injunction, award or decree outstanding, against the Purchaser or against or relating to any of its properties, assets or business; and the Purchaser, after reasonable inquiry, knows of no basis for any such action, suits or proceedings or any such governmental investigations, reviews, orders, injunctions or decrees, with the exception of the counter suit filed by former Directors and Officers of BSW, formally a wholly owned subsidiary of the Purchaserto the knowledge of the Purchaser, the Purchaser is not in violation of any material law, regulation, ordinance, order, injunction, decree, award, or other requirement of any governmental body, court or arbitrator relating to its properties, assets or business.
NO UNDISCLOSED LIABILITIES. Except as set forth in MDIP's Financial Statements previously delivered bo Parent and as set forth on Exhibit G-1 attached hereto, MDIP is not aware of any material liabilities for which MDIP is liable or will become liable in the future.
NO UNDISCLOSED LIABILITIES. Except as set forth in MDI-Missouri's Financial Statements previously delivered to Parent and as set forth on Exhibit G-2 attached hereto, MDI-Missouri is not aware of any material liabilities for which MDI-Missouri is liable or will become liable in the future.
NO UNDISCLOSED LIABILITIES. Except as set forth in the Disclosure Schedule, and except for:
NO UNDISCLOSED LIABILITIES. Except as set forth in the Seller's Balance Sheet included in the Unaudited Financial Statements as Exhibit B, the Seller has no material debts, liabilities or obligations, known or unknown, contingent or absolute, in excess of $1,000, except those arising in the ordinary course of business of the Seller and consistent with past practice. 3.7 ACTIONS SINCE THE SELLER'S BALANCE SHEET: Except as set forth and reflected in this Agreement, since the date of the Seller's Balance Sheet, the Seller has not: 3.7.1 incurred any material obligation or liability, known or unknown, absolute or contingent, except those arising in the ordinary and usual course of its business and those incurred in connection with the transactions contemplated by this Agreement; 3.7.2 issued or sold, or agreed to issue or sell any capital stock of the Seller or any securities convertible into or rights to acquire any such capital stock or any dividend or distribution declared, set aside or paid on any such capital stock;
NO UNDISCLOSED LIABILITIES. Except as set forth in the Purchaser's Balance Sheet included in the Unaudited Financial Statements as Exhibit B, the Purchaser has no material debts, liabilities or obligations, known or unknown, contingent or absolute, in excess of $1,000, except those arising in the ordinary course of business of the Purchaser and consistent with past practice. 4.8 LITIGATION, COMPLIANCE WITH LAW: There are no pending or threatened actions, suits, proceedings or governmental investigations or reviews relating to the Purchaser or any of its properties, assets or business or, to the knowledge of the Purchaser, any order, injunction, award