No SPAC Material Adverse Effect Clause Samples
The "No SPAC Material Adverse Effect" clause establishes that, as a condition to closing a transaction, the special purpose acquisition company (SPAC) must not have experienced any material adverse effect on its business, operations, or financial condition. In practice, this means that if the SPAC suffers a significant negative event—such as major litigation, regulatory action, or substantial financial loss—between signing and closing, the other party may have grounds to terminate or renegotiate the deal. This clause serves to protect the counterparty from unforeseen, significant negative developments affecting the SPAC, ensuring that the transaction proceeds only if the SPAC remains in substantially the same condition as when the agreement was made.
No SPAC Material Adverse Effect. Since the date of this Agreement, there shall not have occurred any SPAC Material Adverse Effect.
No SPAC Material Adverse Effect. No SPAC Material Adverse Effect shall have occurred and be continuing since the date of this Agreement.
No SPAC Material Adverse Effect. Since December 31, 2022 through the Execution Date, there has been no SPAC Material Adverse Effect.
No SPAC Material Adverse Effect. No SPAC Material Adverse Effect shall have occurred between the date of this Agreement and the Merger Effective Time and no SPAC Material Adverse Effect shall have occurred between the Merger Effective Time and the Exchange Effective Time.
No SPAC Material Adverse Effect. During the period beginning on the SPAC Formation Date and ending on the date of this Agreement, no SPAC Material Adverse Effect has occurred.
No SPAC Material Adverse Effect. No Material Adverse Effect shall have occurred with respect to the SPAC or the Merger Sub since the date of this Agreement which is continuing and uncured.
No SPAC Material Adverse Effect. Section 9.03(d) of the Business Combination Agreement is hereby deleted in its entirety and replaced with the following: No SPAC Material Adverse Effect shall have occurred between the date of this Agreement and the Exchange Effective Time and no SPAC Material Adverse Effect shall have occurred between the Exchange Effective Time and the Merger Effective Time.
No SPAC Material Adverse Effect. No event shall have occurred between the execution of this Agreement and the Closing Date that has had a SPAC Material Adverse Effect.