Common use of Material Contracts and Obligations Clause in Contracts

Material Contracts and Obligations. The Disclosure Schedule sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 or which might result in payments to the Company in excess of $15,000, (b) any employment or consulting agreement, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or similar plan or arrangement, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's assets (other than for the sale of inventory in the ordinary course of business), (h) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material to the operations, business or finances of the Company. All of such agreements and contracts are valid, binding and in full force and effect. Neither the Company, nor, to the best of the Company's knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure Schedule.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Remote MDX Inc), Convertible Preferred Stock Purchase Agreement (Remote MDX Inc)

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Material Contracts and Obligations. The Disclosure Schedule of Exceptions sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 500,000 or which might result in payments to the Company in excess of $15,000500,000, (b) any employment or consulting agreement, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or similar plan or arrangement, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's ’s assets (other than for the sale of inventory in the ordinary course of business), (h) any agreement for the acquisition of the business or securities or other ownership interests of another party party, (i) any agreement for the license of any patent, copyright, trademark, trade secret or other proprietary right to or from the Company (other than licenses by the Company of “off the shelf” or other commercially available standard products) or (ij) any other agreement that is material to the operations, business or finances of the Company. The Company has furnished to the Investor copies of the foregoing agreements (or an accurate summary of any oral agreement). All of such agreements and contracts are valid, binding against the Company and in full force and effect. Neither the Company, nor, to the best of the Company's ’s knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure ScheduleSchedule of Exceptions.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Aduro Biotech, Inc.), Series E Preferred Stock Purchase Agreement (Aduro Biotech, Inc.)

Material Contracts and Obligations. The Disclosure Schedule sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 or which might result in payments to the Company in excess of $15,000, (b) any employment or consulting agreement, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or similar plan or arrangement, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's assets (other than for the sale of inventory in the ordinary course of business), (h) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material to the operations, business or finances of the Company. All of such agreements and contracts are validduly and validly authorized, executed and delivered by the Company and constitute the legal, valid and binding and in full force and effectagreements of the Company. Neither the Company, Company nor, to the best of the Company's knowledge, any other party thereto, thereto is in violation or default of any of its obligations under any of the agreements or contracts listed in the Disclosure Schedule.

Appears in 1 contract

Samples: Securities Purchase Agreement (Remote MDX Inc)

Material Contracts and Obligations. The Disclosure Schedule sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 or which might result in payments to the Company in excess of $15,000, (b) any employment or consulting agreement, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or similar plan or arrangement, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's ’s assets (other than for the sale of inventory in the ordinary course of business), (h) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material to the operations, business or finances of the Company. All of such agreements and contracts are valid, binding and in full force and effect. Neither the Company, nor, to the best of the Company's ’s knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure Schedule.

Appears in 1 contract

Samples: Series C Convertible Preferred Stock Purchase Agreement (Remote MDX Inc)

Material Contracts and Obligations. The Disclosure Schedule Exhibit C sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 10,000 or which might result in payments to the Company in excess of $15,00010,000, (b) any employment or and consulting agreementagreements, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or and similar plan or arrangementplans and arrangements, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's ’s assets (other than for the sale of inventory in the ordinary course of business), and (h) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material party. The Company has delivered to the operations, business or finances Purchaser copies of the Companyforegoing agreements (or an accurate summary of any oral agreement). All of such agreements and contracts are valid, binding and in full force and effect. Neither the Company, nor, to the best of the Company's ’s knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure Schedule.on Exhibit C.

Appears in 1 contract

Samples: Redeemable Preferred Stock (Harken Energy Corp)

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Material Contracts and Obligations. The Section 3.14 of the Disclosure Schedule sets forth a list of all material the following agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation bound (the "MATERIAL CONTRACTS"): (a) any agreement which requires future expenditures by the Company in excess of $15,000 100,000 or which might result in payments to the Company in excess of $15,000, 100,000; (b) any employment or and consulting agreementagreements, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or and similar plan or arrangement, plans and arrangements; (c) any distributor, sales representative or similar agreement, ; (d) any agreement with any current or former stockholdershareholder, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, ; (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, ; (f) any agreement relating to indebtedness for borrowed money, ; (g) any agreement for the disposition of a material portion of the Company's assets (other than for the sale of inventory in the ordinary course of business), ; (h) any agreement concerning research, development or testing of any product by or for the Company; and (i) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material party. The Company has made available to counsel for the operations, business or finances Purchasers copies of the CompanyMaterial Contracts. All of Each such agreements agreement and contracts are contract is a legal, valid, and binding obligation of the Company and is in full force and effect. Neither the Company, nor, to the best of the Company's knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure ScheduleMaterial Contract.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Light Sciences Oncology Inc)

Material Contracts and Obligations. The Disclosure Schedule sets forth a list of all material agreements or commitments of any nature (whether written or oral) to which the Company is a party or by which it is bound, including without limitation (a) any agreement which requires future expenditures by the Company in excess of $15,000 25,000 or which might result in payments to the Company in excess of $15,00025,000, (b) any employment or consulting agreement, employee benefit, bonus, pension, profit-sharing, stock option, stock purchase or similar plan or arrangement, (c) any distributor, sales representative or similar agreement, (d) any agreement with any current or former stockholdermember, officer or director of the Company, or any "affiliate" or "associate" of such persons (as such terms are defined in the rules and regulations promulgated under the Securities Act), including without limitation any agreement or other arrangement providing for the furnishing of services by, rental of real or personal property from, or otherwise requiring payments to, any such person or entity, (e) any agreement under which the Company is restricted from carrying on any business anywhere in the world, (f) any agreement relating to indebtedness for borrowed money, (g) any agreement for the disposition of a material portion of the Company's ’s assets (other than for the sale of inventory in the ordinary course of business), (h) any agreement for the acquisition of the business or securities or other ownership interests of another party or (i) any other agreement that is material to the operations, business or finances of the Company. The Seller has delivered or made available to the Purchaser copies of the foregoing agreements (or an accurate summary of any oral agreement). All of such agreements and contracts are valid, binding and in full force and effect. Neither the Company, nor, to the best of the Company's Seller’s knowledge, any other party thereto, is in default of any of its obligations under any of the agreements or contracts listed in the Disclosure Schedule.

Appears in 1 contract

Samples: Equity Purchase Agreement (Oasis Online Technologies Corp)

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