Common use of Material Contract Defaults Clause in Contracts

Material Contract Defaults. None of the Company Subs is, nor have they received any notice or has any knowledge that any other party is, in default in any respect under any Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a Material Contract means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs is a party (i) with expected receipts or expenditures in excess of $100,000, (ii) requiring Company Subs to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None The Company is not, or has not, received any notice and to the Knowledge of the Company Subs is, nor have they received any notice or has any knowledge that any no other party is, in default in any respect under any Company Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “Company Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which the Company Subs is are a party (i) with expected receipts or expenditures in excess of $100,00025,000, (ii) requiring the Company Subs to indemnify any personPerson, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 25,000 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from the Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None of the Company Subs isCHAMPION is not, nor have they or has not received any notice or has any knowledge that any other party is, in default in any respect under any Material Contract, as that term is hereinafter defined; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs CHAMPION is a party (i) with expected receipts or expenditures in excess of $100,00050,000, (ii) requiring Company Subs CHAMPION to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 50,000 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs CHAMPION in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs CHAMPION or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None of the Company Subs isConvenientcast is not, nor have they or has not, received any notice or has any knowledge that any other party is, in default in any respect under any Convenientcast Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “Convenientcast Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs Convenientcast is a party (i) with expected receipts or expenditures in excess of $100,00050,000, (ii) requiring Company Subs Convenientcast to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 50,000 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs Convenientcast in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs Convenientcast or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None of the Company Subs isThe Seller is not, nor have they or has not received any notice or has any knowledge that any other party is, in default in any respect under any Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a "Material Contract Contract" means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs the Seller is a party (i) with expected receipts or expenditures in excess of $100,00050,000, (ii) requiring Company Subs the Seller to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 50,000 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs the Seller in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs the Seller or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None of the The Company Subs isis not, nor have they or has not, received any notice or has any knowledge that any other party is, in default in any respect under any Company Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a "Company Material Contract Contract" means any contract, agreement or commitment that is effective as of the Closing Date to which the Company Subs is a party (i) with expected receipts or expenditures in excess of $100,0005,000, (ii) requiring the Company Subs to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 5,000 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from the Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None The Company has provided or made available to Pubco copies of all material contracts, agreements, commitments, arrangements, leases, policies or other instruments to which it is a party or by which it is bound ("Material Contracts"). Except as set forth on Schedule -------- 3.01(k) of the Disclosure Schedule, the Company Subs isis not, nor have they or has not, received any ------ notice or has any knowledge that any other party is, in default in any respect under any Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a Material Contract means any contract, agreement or commitment that is effective as not in the ordinary course of the Closing Date business to which the Company Subs is a party (i) with expected receipts or expenditures in excess of $100,00010,000, (ii) requiring the Company Subs to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 10,000 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from the Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment. Notwithstanding the foregoing definition, a Material Contract shall not include any contract with a fair market valuation equal to or less than $10,000.

Material Contract Defaults. None of the Company Subs isSHE is not, nor have they or has not, received any notice or has any knowledge that any other party is, in default in any respect under any SHE Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “SHE Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs SHE is a party (i) with expected receipts or expenditures in excess of $100,0005,000.00, (ii) requiring Company Subs SHE to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 5,000.00 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs SHE in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs SHE or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None of the The Company Subs isis not, nor have they has not received any notice or has any knowledge that any other party is, in default in any respect under any Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which the Company Subs is a party (i) with expected receipts or expenditures in excess of $100,00050,000.00, (ii) requiring the Company Subs to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 50,000.00 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from the Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.

Material Contract Defaults. None The Company has provided or made available to Parent copies of all material contracts, agreements, commitments, arrangements, leases, policies or other instruments to which it is a party or by which it is bound ("Material Contracts") all of which are listed on Schedule -------- 3.01(k) of the Disclosure Schedule. The Company Subs isis not, nor have they or has not, received any ------- notice or has any knowledge that any other party is, in default in any respect under any Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a Material Contract means any contract, agreement or commitment that is effective as of the Closing Date to which the Company Subs is a party (i) with expected receipts or expenditures in excess of $100,00010,000, (ii) requiring the Company Subs to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 10,000 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company Subs in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from the Company Subs or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment. Notwithstanding the foregoing definition, a Material Contract shall not include any contract with a fair market valuation equal to or less than $10,000.

Material Contract Defaults. None of the Company Subs isSHE is not, nor have they or has not, received any notice or has any knowledge that any other party is, in default in any respect under any SHE Material Contract; and there has not occurred any event that with the lapse of time or the giving of notice or both would constitute such a material default. For purposes of this Agreement, a “SHE Material Contract Contract” means any contract, agreement or commitment that is effective as of the Closing Date to which Company Subs SHE is a party (i) with expected receipts or expenditures in excess of $100,0005,000.00 US, (ii) requiring Company Subs SHE to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $100,000 5,000 or more, including guarantees of such indebtedness, or (v) which, if breached by Company Subs SHE in such a manner would (A) permit any other party to cancel or terminate the same (with or without notice of passage of time) or (B) provide a basis for any other party to claim money damages (either individually or in the aggregate with all other such claims under that contract) from Company Subs SHE or (C) give rise to a right of acceleration of any material obligation or loss of any material benefit under any such contract, agreement or commitment.