Common use of Existing Contracts Clause in Contracts

Existing Contracts. SCHEDULES 2.01(a) AND (d) hereto set forth all contracts, commitments and agreements in effect on the date hereof with Seller's subscribers (other than standard subscriber agreements for cellular service), all leases (other than personal property leases with annual payments of less than $5,000 and which leases, together with the other contracts and agreements not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 or which are terminable without penalty on one month or less notice) to which Seller is a party, and all other contracts, commitments and agreements (other than agreements with annual payments of less than $5,000 and which agreements, together with the other leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 or which are terminable without penalty on one month or less notice) or commitments (written or oral) to which Seller is a party and which contracts, commitments, agreements and leases relate to the ownership of the Assets or the operation of the Business (the "Existing Contracts") except for the contracts, leases, commitments and agreements included among the Non-Assumed Liabilities (the "Excluded Contracts"). Except as disclosed on SCHEDULE 7.25, no officer, director or employee of Seller or any Person (other than Seller) controlling, controlled by or affiliated with a family member of any such officer, director or employee has any contractual relationship relating to the ownership or operation of the Business. Seller has heretofore delivered to Purchaser true and correct copies of the Existing Contracts. Except as disclosed on SCHEDULES 2.01(a) AND (d), Seller has no knowledge of any breach or anticipated breach by the other parties to any Existing Contracts. The Existing Contracts are in full force and effect and Seller is in compliance with its obligations under such Existing Contracts. Except for the Existing Contracts and the Excluded Contracts, Seller has not entered into any other contract, commitment or agreement (other than agreements with annual payments of less than $5,000 and which agreements, together with the other personal property leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 or which are terminable without penalty on one month or less notice) relating to the ownership of the Assets or the operation of the Business, including, but not limited to, rights-of-way, rights of entry, licenses, easements, leases, or guaranty agreements. There are no claims by third parties that Seller is required to enter into other agreements either to enable it to continue to own the Assets or to operate the Business as it is presently being operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dobson Communications Corp)

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Existing Contracts. SCHEDULES 2.01(a) AND (d) hereto set forth all contracts, commitments and agreements in effect on the date hereof with Seller's subscribers (other than standard subscriber agreements for cellular service), all leases (other than personal property leases with annual payments of less than $5,000 and which leases, together with the other contracts and agreements not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 3,000 or which are terminable without penalty on one month or less notice) to which Seller is a party, and all other contracts, commitments and agreements (other than agreements with annual payments of less than $5,000 and which agreements, together with the other leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 3,000 or which are terminable without penalty on one month or less notice) or commitments (written or oral) to which Seller is a party and which contracts, commitments, agreements and leases relate to the ownership of the Assets or the operation of the Business (the "Existing Contracts") except for the contracts, leases, commitments and agreements included among the Non-Assumed Liabilities (the "Excluded Contracts"). Except as disclosed on SCHEDULE 7.25, no officer, director or employee of Seller or any Person (other than Seller) controlling, controlled by or affiliated with a or family member of any such officer, director or employee has any contractual relationship relating to the ownership or operation of the Business. Seller has heretofore delivered to Purchaser true and correct copies of the Existing Contracts. Except as disclosed on SCHEDULES 2.01(a) AND (d), Seller has no knowledge of any breach or anticipated breach by the other parties to any Existing Contracts. The Existing Contracts are in full force and effect and Seller is in compliance with its obligations under such Existing Contracts. Except for the Existing Contracts and the Excluded Contracts, Seller has not entered into any other contract, commitment or agreement (other than agreements with annual payments of less than $5,000 and which agreements, together with the other personal property leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 3,000 or which are terminable without penalty on one month or less notice) relating to the ownership of the Assets or the operation of the Business, including, but not limited to, rights-of-way, rights of entry, licenses, easements, leases, or guaranty agreements. There are no claims by third parties that Seller is required to enter into other agreements either to enable it to continue to own the Assets or to and operate the Business as it is presently being operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dobson Communications Corp)

Existing Contracts. SCHEDULES 2.01(a) AND (d) hereto set forth all contracts, commitments and agreements in effect on the date hereof with Seller's subscribers (other than standard subscriber agreements for cellular service), all leases (other than personal property leases with annual payments of less than $5,000 2,000 and which leases, together with the other contracts and agreements not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) to which Seller is a party, and all other contracts, commitments and agreements (other than agreements with annual payments of less than $5,000 2,000 and which agreements, together with the other leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) or commitments (written or oral) to which Seller is a party and which contracts, commitments, agreements and leases relate to the ownership of the Assets or the operation of the Business (the "Existing Contracts") except for the contracts, leases, commitments and agreements included among the Non-Assumed Liabilities (the "Excluded Contracts"). Except as disclosed on SCHEDULE 7.25, no officer, director or employee of Seller or any Person (other than Seller) controlling, controlled by or affiliated with a or family member of any such officer, director or employee has any contractual relationship relating to the ownership or operation of the Business. Seller has heretofore delivered to Purchaser true and correct copies of the Existing Contracts. Except as disclosed on SCHEDULES 2.01(a) AND (d), Seller has no knowledge of any breach or anticipated breach by the other parties to any Existing Contracts. The Existing Contracts are in full force and effect and Seller is in compliance with its obligations under such Existing Contracts. Except for the Existing Contracts and the Excluded Contracts, Seller has not entered into any other contract, commitment or agreement (other than agreements with annual payments of less than $5,000 2,000 and which agreements, together with the other personal property leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) relating to the ownership of the Assets or the operation of the Business, including, but not limited to, rights-of-way, rights of entry, licenses, easements, leases, or guaranty agreements. There are no claims by third parties that Seller is required to enter into other agreements either to enable it to continue to own the Assets or to and operate of the Business as it is presently being operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dobson Communications Corp)

Existing Contracts. SCHEDULES 2.01(a) AND (d) hereto set sets forth all contracts, commitments and agreements in effect on the date hereof with Seller's subscribers (other than standard subscriber agreements for cellular service)) in effect on the date hereof with each Seller's subscribers, all leases (other than personal property leases with annual payments of less than $5,000 12,000 and which leases, together with the other contracts and agreements not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 150,000 or which are terminable without penalty on one month six months or less notice) to which each Seller is a partyparty and which relate to the ownership of the Assets or the operation of the Business, and all other contracts, commitments and agreements (other than agreements with annual payments of less than $5,000 12,000 and which agreements, together with the other leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 150,000 or which are terminable without penalty on one month six months or less notice) or commitments (written or oral) to which each Seller is a party and which contracts, commitments, agreements and leases relate to the ownership of the Assets or the operation of the Business (the "Existing Contracts") except for outstanding purchase orders that are included in the contracts, leases, commitments and agreements included among the Non-Assumed Liabilities Budgets (the "Excluded ContractsPurchase Orders"). Except as disclosed on SCHEDULE 7.25, no officer, director or employee No partner of any Seller or any Person (other than Seller) controlling, controlled by or affiliated with a family member of any such officer, director or employee partner has any contractual relationship relating to the ownership or operation of the Business. Seller has Sellers have heretofore delivered to Purchaser true and correct copies of the Existing Contracts. Except as disclosed on SCHEDULES 2.01(a) AND (d), Seller has Sellers have no knowledge of any breach or anticipated breach by the other parties to any Existing Contracts. The Existing Contracts are in full force and effect and Seller is Sellers are in compliance with its obligations under the terms of such Existing Contracts. Except for the Existing Contracts and the Excluded ContractsPurchase Orders, neither Seller has not entered into any other contract, commitment or agreement agreements (other than agreements with annual payments of less than $5,000 12,000 and which agreements, together with the other personal property leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 150,000 or which are terminable without penalty on one month six months or less notice) relating to the ownership of the Assets or and the operation of the Business, including, but not limited to, rights-of-way, rights of entry, licenses, easements, leasesleases (real property or equipment), or guaranty agreements. There are no claims by third parties that either Seller is required to enter into other agreements either to enable it to continue to own owning the Assets or to operate and the operation of the Business as it is presently being operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dobson Communications Corp)

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Existing Contracts. SCHEDULES 2.01(a) AND (d) hereto set forth all contracts, commitments and agreements in effect on the date hereof with Seller's subscribers (other than standard subscriber agreements for cellular servicecellular), all leases (other than personal property leases with annual payments of less than $5,000 2,000 and which leases, together with the other contracts and agreements not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) to which Seller is a party, and all other contracts, commitments and agreements (other than agreements with annual payments of less than $5,000 2,000 and which agreements, together with the other leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) or commitments (written or oral) to which Seller is a party and which contracts, commitments, agreements and leases relate to the ownership of the Assets or the operation of the Business (the "Existing Contracts") except for the contracts, leases, commitments and agreements included among the Non-Assumed Liabilities (the "Excluded Contracts"). Except as disclosed on SCHEDULE 7.25, no officer, director or employee of Seller or any Person (other than Seller) controlling, controlled by or affiliated with a or family member of any such officer, director or employee has any contractual relationship relating to the ownership or operation of the Business. Seller has heretofore delivered to Purchaser true and correct copies of the Existing Contracts. Except as disclosed on SCHEDULES 2.01(a) AND (d), Seller has no knowledge of any breach or anticipated breach by the other parties to any Existing Contracts. The Existing Contracts are in full force and effect and Seller is in compliance with its obligations under such Existing Contracts. Except for the Existing Contracts and the Excluded Contracts, Seller has not entered into any other contract, commitment or agreement (other than agreements with annual payments of less than $5,000 2,000 and which agreements, together with the other personal property leases and contracts not required to be disclosed on SCHEDULES 2.01(a) AND (d), in the aggregate have annual payments of less than $50,000 25,000 or which are terminable without penalty on one month or less notice) relating to the ownership of the Assets or the operation of the Business, including, but not limited to, rights-of-way, rights of entry, licenses, easements, leases, or guaranty agreements. There are no claims by third parties that Seller is required to enter into other agreements either to enable it to continue to own the Assets or to and operate of the Business as it is presently being operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dobson Communications Corp)

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