Common use of Material Commitments Clause in Contracts

Material Commitments. As used in this Section 2.30, the term "Material Commitments" means each Contract of Welkin which obligates Welkin to sell, license, distribute, deliver or provide products or services (including, without limitation, consulting services) for a consideration in excess of $100,000 and over a period of more than one (1) month. Schedule 2.30, Project List, sets forth a "Project List" with respect to each Material Commitment. The Project List sets forth Welkin's production schedule or performance schedule, and budget, with regard to each Material Commitment. Except as described in the Project List, the performance of Welkin or any other party involved with each Material Commitment is on schedule and within budget, and no practical or technological problems have been encountered that might reasonably be expected to impede completion or materially increase the cost of Welkin's performance with a corresponding detriment to profit. Each Material Commitment was made on a basis calculated to produce a profit under the circumstances prevailing when it was made, and, except as disclosed on Schedule 2.30, Project List, and except for changes to the Material Commitments that may result from the transactions contemplated hereby, Welkin is not aware of any circumstances that might reasonably be expected to prevent the realization of a profit. To Welkin's knowledge, except as set forth on the Project List, no Material Commitment involves the development of any product or technology that would infringe on the proprietary rights of any other party. Welkin is not bound by any Material Commitments for the performance of services or delivery of services or products in excess of its current ability to provide such services or deliver such products during the time available to satisfy such commitments; and all outstanding Material Commitments for the performance or delivery of services or products were made on a basis calculated to produce a profit under the circumstances prevailing when such commitments were made. Copies of outstanding commitments have been previously made available to Nichols and in all material ▇▇▇▇▇cts contain the complete and correct terms and conditions of same, except for deletions required to comply with government security restrictions.

Material Commitments. As used in this Section 2.30, the term "Material Commitments" means each Contract of Welkin Mnemonic which obligates Welkin Mnemonic to sell, license, distribute, deliver or provide products or services (including, without limitation, consulting services) for a consideration in excess of $100,000 and over a period of more than one (1) month. Schedule 2.30, Project List, sets forth a "Project List" with respect to each Material Commitment. The Project List sets forth WelkinMnemonic's production schedule or performance schedule, and budget, with regard to each Material Commitment. Except as described in the Project List, the performance of Welkin Mnemonic or any other party involved with each Material Commitment is on schedule and within budget, and no practical or technological problems have been encountered that might reasonably be expected to impede completion or materially increase the cost of WelkinMnemonic's performance with a corresponding detriment to profit. Each Material Commitment was made on a basis calculated to produce a profit under the circumstances prevailing when it was made, and, except as disclosed on Schedule 2.30, Project List, and except for changes to the Material Commitments that may result from the transactions contemplated hereby, Welkin Mnemonic is not aware of any circumstances that might reasonably be expected to prevent the realization of a profit. To Welkin's knowledge, except Except as set forth on the Project List, to the Seller's knowledge, no Material Commitment involves the development of any product or technology that would infringe on the proprietary rights of any other party. Welkin Mnemonic is not bound by any Material Commitments for the performance of services or delivery of services or products in excess of its current ability to provide such services or deliver such products during the time available to satisfy such commitments; and all outstanding Material Commitments for the performance or delivery of services or products were made on a basis calculated to produce a profit under the circumstances prevailing when such commitments were made. Copies of outstanding commitments have been previously made available to Nichols and in all material ▇▇▇▇▇cts ▇▇ and in all material respects contain the complete and correct terms and conditions of same, except for deletions required to comply with government security restrictions.