No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries other than: (a) liabilities or obligations disclosed or provided for in the Company Balance Sheet or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreement; (b) liabilities or obligations incurred in the ordinary course consistent with past practice; and (c) liabilities or obligations under this Agreement or incurred in connection with the transactions contemplated hereby.
Appears in 3 contracts
Sources: Merger Agreement (Gibson Greetings Inc), Merger Agreement (American Greetings Corp), Agreement and Plan of Merger (Gibson Greetings Inc)
No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or of any of its Subsidiaries kind, other than:
(a) a. liabilities or obligations disclosed or provided for in the Company Balance Sheet or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreementthereto;
(b) b. liabilities or obligations incurred in the ordinary course consistent with past practice; andof business since the Balance Sheet Date;
(c) c. liabilities or obligations under this Agreement Agreement; and
d. other liabilities or incurred obligations which in connection with the transactions contemplated herebyaggregate would not have a Company Material Adverse Effect.
Appears in 3 contracts
Sources: Share Exchange Agreement (Viking Minerals Inc.), Share Exchange Agreement (Monarchy Resources, Inc.), Share Exchange Agreement (Monarchy Resources, Inc.)
No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or of any of its Subsidiaries kind, other than:
(a) liabilities or obligations disclosed or provided for in the Company Balance Sheet or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreementthereto;
(b) liabilities or obligations incurred in the ordinary course consistent with past practice; andof business since the Balance Sheet Date;
(c) liabilities or obligations under this Agreement Agreement; and
(d) other liabilities or incurred obligations which in connection with the transactions contemplated herebyaggregate would not have a Company Material Adverse Effect.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Harvard Holdings International, Inc.), Stock Acquisition Agreement (Woize International Ltd.), Share Exchange Agreement (Canadian Tactical Training Academy Inc.)
No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:
: (ai) liabilities or obligations disclosed or and provided for in the Company Balance Sheet or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreement;
thereto; (bii) liabilities or obligations incurred in the ordinary course of business consistent with past practicepractices since the Company Balance Sheet Date; and
and (ciii) liabilities or obligations under this Agreement or incurred in connection with that would not reasonably be expected to be material to the transactions contemplated herebyCompany.
Appears in 2 contracts
Sources: Merger Agreement (ChyronHego Corp), Merger Agreement (ChyronHego Corp)
No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or any of its Subsidiaries otherwise, other than:
: (ai) liabilities or obligations disclosed or and provided for in the Company Balance Sheet or in the notes thereto thereto; or in the Company SEC Documents filed prior to the date of this Agreement;
(bii) liabilities or obligations incurred in the ordinary course of business in a manner that is consistent with past practice; and
(c) liabilities or obligations under this Agreement or incurred in connection with practice since the transactions contemplated herebyCompany Balance Sheet Date.
Appears in 2 contracts
Sources: Stock Purchase Agreement (GSC Investment Corp.), Stock Purchase Agreement (GSC Investment Corp.)
No Undisclosed Material Liabilities. There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:
than (ai) liabilities or obligations disclosed or and provided for in the Company Balance Sheet or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreement;
thereto, (bii) liabilities or obligations incurred in the ordinary course of business consistent with past practice; and
practice since the Company Balance Sheet Date, (ciii) liabilities or obligations under this Agreement or incurred arising in connection with the transactions contemplated hereby., and
Appears in 1 contract
Sources: Merger Agreement
No Undisclosed Material Liabilities. There are no material liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:
than (ai) liabilities or obligations disclosed or and provided for in the Company Balance Sheet balance sheet included in the Financial Statements or in the notes thereto or in the Company SEC Documents filed prior to the date of this Agreement;
and (bii) liabilities or obligations incurred in the ordinary course of business consistent with past practice; and
(c) liabilities practices since December 31, 2009, or obligations under as expressly contemplated by this Agreement or incurred in connection with the transactions contemplated herebyAgreement, none of which are material.
Appears in 1 contract