Common use of Material Contracts and Commitments Clause in Contracts

Material Contracts and Commitments. (a) As of the date of this Agreement, SCHEDULE 5.18(A) contains a complete and accurate list of each contract, commitment, lease, instrument, agreement, license or permit, written or oral, to which the Company is a party or by which it or its properties are bound (including without limitation, joint venture or partnership agreements, contracts with any labor organizations, employment agreements, consulting agreements, loan agreements, indemnity or guaranty agreements, bonds, mortgages, options to purchase land, liens, pledges or other security agreements) (i) to which the Company on the one hand and on the other hand any affiliate of the Company or any officer, director or shareholder of the Company are parties ("Related Party Agreements"); (ii) that ------------------------ may give rise to obligations or liabilities exceeding, during the current term thereof, $50,000 individually, or that may generate revenues or income exceeding, during the current term thereof, $50,000 individually (collectively with the Related Party Agreements, the "Material Contracts"); or (iii) that ------------------ provides rights to indemnification to any current or former directors, officers, employees or agents of the Company. Other than as disclosed on SCHEDULE 5.18(A), the Company has provided CCC with access to true, complete and correct copies of the Material Contracts. Other than as disclosed on SCHEDULE 5.18(A) the Company has complied with all of its material commitments and obligations, is not in default under any of the Material Contracts, has no contracts under which the work has been substantially delayed or changed for which proper compensation is not expected, has no pending or expected claims in excess of $50,000 against a prime contractor or owner in connection with completed work or work in progress, and has no notice of default has been received with respect to any thereof, and there are no Material Contracts that were not negotiated at arm's length.

Material Contracts and Commitments. (a) As of the date of this Agreement, SCHEDULE 5.18(A) contains a complete and accurate list of each contract, commitment, lease, instrument, agreement, license or permit, written or oral, to which the Company is a party or by which it or its properties are bound (including without limitation, joint venture or partnership agreements, contracts with any labor organizations, employment agreements, consulting agreements, loan agreements, indemnity or guaranty agreements, bonds, mortgages, options to purchase land, liens, pledges or other security agreements) (i) to which the Company on the one hand and on the other hand any affiliate of the Company or any officer, director or shareholder stockholder of the Company are parties ("Related Party Agreements"); (ii) that ------------------------ may give rise to obligations or liabilities exceeding, during the current term thereof, $50,000 individually, or that may generate revenues or income exceeding, during the current term thereof, $50,000 individually (collectively with the Related Party Agreements, the "Material Contracts"); or (iii) that ------------------ provides rights to indemnification to any current or former directors, officers, employees or agents of the Company. Other than as disclosed on SCHEDULE 5.18(A), the Company has provided CCC with access to true, complete and correct copies of the Material Contracts. Other than as disclosed on SCHEDULE 5.18(A) the Company has complied with all of its material commitments and obligations, is not in default under any of the Material Contracts, has no contracts under which the work has been substantially delayed or changed for which proper compensation is not expected, has no pending or expected claims in excess of $50,000 against a prime contractor or owner in connection with completed work or work in progress, and has no notice of default has been received with respect to any thereof, and there are no Material Contracts that were not negotiated at arm's length.

Material Contracts and Commitments. (a) As of the date of this Agreement, SCHEDULE 5.18(A) contains a complete and accurate list of each contract, commitment, lease, instrument, agreement, license or permit, written or oral, to which the Company is a party or by which it or its properties are bound (including without limitation, joint venture or partnership agreements, contracts with any labor organizations, employment agreements, consulting agreements, loan agreements, indemnity or guaranty agreements, bonds, mortgages, options to purchase land, liens, pledges or other security agreements) (i) to which the Company on the one hand and on the other hand any affiliate of the Company or any officer, director or shareholder of the Company are parties ("Related Party Agreements"); (ii) that ------------------------ may give rise to obligations or ------------------------ liabilities exceeding, during the current term thereof, $50,000 individually, or that may generate revenues or income exceeding, during the current term thereof, $50,000 individually (collectively with the Related Party Agreements, the "Material Contracts"); or (iii) that ------------------ provides rights to indemnification to any ------------------ current or former directors, officers, employees or agents of the Company. Other than as disclosed on SCHEDULE 5.18(A), the Company has provided CCC with access to true, complete and correct copies of the Material Contracts. Other than as disclosed on SCHEDULE 5.18(A) the Company has complied with all of its material commitments and obligations, is not in default under any of the Material Contracts, has no contracts under which the work has been substantially delayed or changed for which proper compensation is not expected, has no pending or expected claims in excess of $50,000 against a prime contractor or owner in connection with completed work or work in progress, and has no notice of default has been received with respect to any thereof, and there are no Material Contracts that were not negotiated at arm's length.

Material Contracts and Commitments. (a) As of the date of this Agreement, SCHEDULE 5.18(A) contains a complete and accurate list of The Company has made available each written contract, commitment, lease, instrument, agreement, agreement or contracting license or permit, written or oral, to which the Company or any Subsidiary is a party or by which it or its any of their respective properties are bound (including without limitation, joint venture or partnership agreements, contracts with any labor organizations, employment agreements, consulting agreements, loan agreements, indemnity or guaranty agreements, bonds, mortgages, options to purchase land, liens, pledges or other security agreements) (i) to which the Company or any Subsidiary on the one hand and on the other hand any affiliate of the Company or any Subsidiary or any officer, director or shareholder of the Company or any Subsidiary are parties ("Related ------- Party Agreements"); (ii) that ------------------------ may give rise to obligations or liabilities ---------------- exceeding, during the current term thereof, $50,000 individually, or that may generate revenues or income exceeding, during the current term thereof, $50,000 individually (collectively with the Related Party Agreements, the "Material -------- Contracts"); or (iii) that ------------------ provides rights to indemnification to any current or --------- former directors, officers, employees or agents of the CompanyCompany or any Subsidiary. Other than as disclosed on SCHEDULE 5.18(A), the Company has provided CCC with access to true, complete and correct copies of the Material Contracts. Other than as disclosed on SCHEDULE 5.18(A5.17(A) the Company and each Subsidiary has complied with all of its material commitments and obligations, is not in default under any of the Material Contracts, except as arising in the ordinary course of business, has no contracts under which the work has been substantially delayed or changed for which proper compensation is not expected, has no pending or expected claims in excess of $50,000 against a prime contractor or owner in connection with completed work or work in progress, and has no not received any notice of default has been received with respect to any obligation thereof, and there are no Material Contracts that were not negotiated at arm's length.

Material Contracts and Commitments. (a) As of the date of this Agreement, SCHEDULE 5.18(A) contains a complete and accurate list of each contract, commitment, lease, instrument, agreement, license or permit, written or oral, to which the Company is a party or by which it or its properties are bound (including without limitation, joint venture or partnership agreements, contracts with any labor organizations, employment agreements, consulting agreements, loan agreements, indemnity or guaranty agreements, bonds, mortgages, options to purchase land, liens, pledges or other security agreements) (i) to which the Company on the one hand and on the other hand any affiliate of the Company or any officer, director or shareholder of the Company are parties ("Related Party Agreements"); (ii) that ------------------------ may give rise to obligations or liabilities exceeding, during the current term thereof, $50,000 2,000,000 individually, or that may generate revenues or income exceeding, during the current term thereof, $50,000 2,000,000 individually (collectively with the Related Party Agreements, the "Material Contracts"); or ------------------ (iii) that ------------------ provides rights to indemnification to any current or former directors, officers, employees or agents of the Company. Other than as disclosed on SCHEDULE 5.18(A), the The Company has provided CCC with access to true, complete and correct copies of the Material Contracts. Other than as disclosed on SCHEDULE 5.18(A) the Company has complied with all of its material commitments and obligations, is not in default under any of the Material Contracts, has no contracts under which the work has been substantially delayed or changed for which proper compensation is not expected, has no pending or expected claims in excess of $50,000 against a prime contractor or owner in connection with completed work or work in progress, and has no notice of default has been received with respect to any thereof, and there are no Material Contracts that were not negotiated at arm's length.