Enforceability of Contracts, etc Sample Clauses

Enforceability of Contracts, etc. (a) To the knowledge of Calogic, based upon the fact that Calogic has not received written notice to the contrary, no Person that is a party to any contract, agreement, commitment or plan to which Calogic is a party has a valid defense, on account of non-performance or malfeasance by Calogic, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) To the knowledge of Calogic, based upon the fact that Calogic has not received written notice to the contrary, neither Calogic nor any other Person, is in material breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which Calogic is a party, and no event or action has occurred, is pending, or, to the knowledge of Calogic, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a material breach or a default by Calogic or, to the knowledge of Calogic, any other Person, under any material contract, agreement, arrangement, commitment or plan to which Calogic is a party.

Enforceability of Contracts, etc. (a) No Person that is a party to any contract, agreement, commitment or plan to which HT is a party has a valid defense, on account of non-performance or malfeasance by HT, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither HT, nor, to the knowledge of HT, any other Person, is in material breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which HT is a party, and no event or action has occurred, is pending, or, to the knowledge of HT, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a material breach or a default by HT or, to the knowledge of HT, any other Person, under any material contract, agreement, arrangement, commitment or plan to which HT is a party.

Enforceability of Contracts, etc. (a) No person, firm, corporation or entity who is a party to any contract, agreement, commitment or plan to which the Company is a party involving potential liability or obligation in excess of $10,000 (excluding warranty claims arising in the ordinary course of business and consistent with past practice, which are not expected by the Company to be material in the aggregate) has a valid defense, on account of non-performance or malfeasance by the Company, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither the Company, nor, to the knowledge of the Company, any other person, firm, corporation or entity, is in breach or violation of, or default under, any contract, agreement, arrangement, commitment or plan to which the Company is a party, and no event or action has occurred, is pending, or, to the knowledge of the Company, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by the Company or, to the knowledge of the Company, any other person, firm, corporation or entity, under any contract, agreement, arrangement, commitment or plan to which the Company is a party except for such breaches, default or violations which would not have a Material Adverse Effect on the Company. The Company is not in breach or violation of, or default under, its Certificate of Incorporation or By-laws, and no event or action has occurred, is pending, or, to the knowledge of Company, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by the Company under its Certificate of Incorporation or By-laws.

Enforceability of Contracts, etc. (a) No Person that is a party to any material contract, agreement, commitment or plan to which Diamond or any Subsidiary is a party has a valid defense, on account of non-performance or malfeasance by Diamond or such Subsidiary, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither Diamond, nor any Subsidiary, nor, to the knowledge of Diamond and its Subsidiaries, any other Person, is in breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which Diamond or any Subsidiary is a party, and no event or action has occurred, is pending, or, to the knowledge of Diamond and its Subsidiaries, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by Diamond or any Subsidiary or, to the knowledge of Diamond and its Subsidiaries, any other Person, under any material contract, agreement, arrangement, commitment or plan to which Diamond or any Subsidiary is a party.

Enforceability of Contracts, etc. (a) No Person that is a party to any material contract, agreement, commitment or plan to which DA is a party has a valid defense, on account of non-performance or malfeasance by DA, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither DA, nor, to the knowledge of DA, any other Person, is in breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which DA is a party, and no event or action has occurred, is pending, or, to the knowledge of DA, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by DA or, to the knowledge of DA, any other Person, under any material contract, agreement, arrangement, commitment or plan to which DA is a party.

Enforceability of Contracts, etc. (a) No person, firm, corporation or entity who is a party to any contract, agreement, commitment or plan to which Excell is a party has a valid defense, on account of non-performance or malfeasance by Excell, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither Excell, nor, to the knowledge of Excell, any other person, firm, corporation or entity, is in breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which Excell is a party, and no event or action has occurred, is pending, or, to the knowledge of Excell, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by Excell or, to the knowledge of Excell, any other person, firm, corporation or entity, under any material contract, agreement, arrangement, commitment or plan to which Excell is a party.

Enforceability of Contracts, etc. (a) No Person that is a party to any contract, agreement, commitment or plan to which Mentorix is a party has a valid defense, on account of non-performance or malfeasance by Mentorix, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such party in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither Mentorix, nor, to the knowledge of Mentorix, any other Person, is in breach or violation of, or default under, any Material Contract, and no event or action has occurred, is pending, or, to the knowledge of Mentorix, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by Mentorix or, to the knowledge of Mentorix, any other Person, under any Material Contract.

Enforceability of Contracts, etc. (a) No Person that is a party to any material contract, agreement, commitment or plan to which Empire is a party has a valid defense, on account of non-performance or malfeasance by Empire, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither Empire, nor, to the knowledge of either Stockholder, any other Person, is in breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which Empire is a party, and to the knowledge of either Stockholder, no event or action has occurred, is pending, or, to the knowledge of Empire, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a material breach or a material default by Empire or, to the knowledge of either Stockholder, any other Person, under any material contract, agreement, arrangement, commitment or plan to which Empire is a party.

Enforceability of Contracts, etc. (a) No Person that is a party to any contract, agreement, commitment or plan to which Celsys is a party has a valid defense, on account of non-performance or malfeasance by Celsys, which would make any such contracts, agreement, commitment or plan not valid and binding upon or enforceable against such parties in accordance with their terms, except to the extent such enforceability may be subject to or limited by bankruptcy, insolvency, reorganization, arrangement or similar laws affecting the rights of creditors generally and usual equity principles. (b) Neither Celsys, nor, to the knowledge of Celsys, any other Person, is in breach or violation of, or default under, any material contract, agreement, arrangement, commitment or plan to which Celsys is a party, and no event or action has occurred, is pending, or, to the knowledge of Celsys, is threatened, which, after the giving of notice, or the lapse of time, or otherwise, would constitute a breach or a default by Celsys or, to the knowledge of Celsys, any other Person, under any material contract, agreement, arrangement, commitment or plan to which Celsys is a party.