Common use of Identified Contracts Clause in Contracts

Identified Contracts. (a) Other than the contracts or agreements of the Company included as exhibits to the Company's Annual Report on Form 10-K for the year ended December 31, 1999 and contracts or agreements between the Company and its wholly-owned Subsidiaries or between wholly-owned Subsidiaries of the Company, Section 3.12(a) of the Disclosure Letter lists each of the contracts and agreements of the following types to which the Company or any of its Subsidiaries is a party as of the date of this Agreement (such contracts and agreements described below being "Identified Contracts"): (i) contracts, agreements and commitments for the purchase of products or inventories by, or for the furnishing of services to, the Company or its Subsidiaries that (A) require remaining payments by the Company or its Subsidiaries in excess of $2,500,000 and (B) are not terminable by the Company or its Subsidiaries, as the case may be, on notice of one year or less without penalty; (ii) contracts, agreements and commitments for the sale of products or inventories, or for the furnishing of services, by the Company or its Subsidiaries that (A) require remaining payments to the Company or its Subsidiaries in excess of $2,500,000 and (B) are not terminable by the Company or its Subsidiaries, as the case may be, on notice of one year or less; (iii) manufacturer's representative, sales agency and distribution contracts and agreements under which there were in 1999 or there are projected to be in 2000 annual sales in excess of $2,500,000; (iv) mortgages, indentures, security agreements, notes, loan agreements, guarantees and other contracts and agreements governing the terms of indebtedness of the Company or its Subsidiaries to third parties in excess of $5,000,000 principal amount; (v) material contracts and agreements between the Company and any of its affiliates; (vi) shareholder, voting trust or similar contracts and agreements relating to the voting of shares or other equity interests of the Company or its Subsidiaries;

Identified Contracts. (a) Other than the contracts or agreements of the Company included as exhibits to the Company's Annual Report on Form 10-K for the year ended December 31, 1999 and contracts or agreements between the Company and its wholly-owned Subsidiaries or between wholly-owned Subsidiaries of the Company, Section 3.12(a) of the Disclosure Letter lists each of the contracts and agreements of the following types to which the Company or any of its Subsidiaries is a party as of the date of this Agreement (such contracts and agreements described below being "Identified Contracts"): (i) contracts, agreements and commitments for the purchase of products or inventories by, or for the furnishing of services to, the Company or its Subsidiaries that (A) require remaining payments by the Company or its Subsidiaries in excess of $2,500,000 and (B) are not terminable by the Company or its Subsidiaries, as the case may be, on notice of one year or less without penalty; (ii) contracts, agreements and commitments for the sale of products or inventories, or for the furnishing of services, by the Company or its Subsidiaries that (A) require remaining payments to the Company or its Subsidiaries in excess of $2,500,000 and (B) are not terminable by the Company or its Subsidiaries, as the case may be, on notice of one year or less; (iii) manufacturer's representative, sales agency and distribution contracts and agreements under which there were in 1999 or there are projected to be in 2000 annual sales in excess of $2,500,000; (iv) mortgages, indentures, security agreements, notes, loan agreements, guarantees and other contracts and agreements governing the terms of indebtedness of the Company or its Subsidiaries to third parties in excess of $5,000,000 principal amount; (v) material contracts and agreements between the Company and any of its affiliates; (vi) shareholder, voting trust or similar contracts and agreements relating to the voting of shares or other equity interests of the Company or its Subsidiaries; (vii) contracts and agreements entered into since January 1, 1991, providing for the acquisition or disposition of assets or direct or indirect acquisition or disposition of 10% or more of any class of equity securities of any Person having a value in excess of $5,000,000, other than sales of inventories in the ordinary course of business and sales of obsolete equipment; (viii) capitalized leases which pursuant to their terms, are reasonably expected to involve an aggregate payment obligation greater than $5,000,000; and (ix) agreements, contracts, understandings or arrangements between the Company or any of its Subsidiaries and the Trust or the Manville Property Damage Settlement Trust (collectively, "Company Trust Agreements"). (b) Each Identified Contract is in full force and effect (subject to termination in accordance with its terms following the date hereof) and neither the Company nor any of its Subsidiaries nor, to the knowledge of the Company as of the date hereof, any other party thereto, is in material breach of, or material default under, any such Identified Contract, except for such failures to be in full force and effect, breaches or defaults which would not have a Material Adverse Effect.