No Undisclosed Contracts or Defaults Sample Clauses

No Undisclosed Contracts or Defaults. Except as may be specified in the Compugraphics Reports, Compugraphics is not a party as of the date of this Agreement, to, or bound as of the date of this Agreement by, any material contract or arrangement of a nature required to be disclosed within an annual report of Compugraphics under generally accepted accounting principles (a "Material Contract"), nor is Compugraphics in default in any material obligation or covenant on its part to be performed under any lease or other contract that is material to the business of Compugraphics.
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No Undisclosed Contracts or Defaults. Except as may be specified in the Company Reports, the Company is not a party as of the date of this Agreement, to, or bound as of the date of this Agreement by, any material contract or arrangement of a nature required to be filed as an exhibit to an annual report filed by the Company under the Exchange Act which is to be performed after the Closing Date (a "Material Contract"), nor is the Company in default in any material obligation or covenant on its part to be performed under any lease or other contract that is material to the business of the Company and its subsidiaries taken as a whole.
No Undisclosed Contracts or Defaults. Except as may be specified in the TAVA Reports or Section 2.9 of the TAVA Disclosure Schedule, TAVA is not a party to, or bound by, any material contract or arrangement of any kind to be performed after the Effective Time, nor is TAVA in default in any material obligation or covenant on its part to be performed under any obligation, lease, contract, order or other arrangement. For purposes of this Section 2.9, all contracts, agreements and arrangements with respect to year 2000 remediation or Year 2000 Compliant services shall be material.
No Undisclosed Contracts or Defaults. Except as set forth on Schedule 2.8 (Contracts) to the Witech Disclosure Schedule, Witech is not a party to, or bound by, any material contract or arrangement of any kind to be performed after the Closing Date, nor is Witech in default in any material obligation or covenant on its part to be performed under any material obligation, lease, contract, order, plan or other arrangement.
No Undisclosed Contracts or Defaults. Except as may be specified in the BGS Reports or Section 2.8 of the BGS Disclosure Schedule, BGS, in its reasonable belief, is not a party to, or bound by, any material contract or arrangement of any kind to be performed after the Effective Time, nor is BGS in default in any material obligation or covenant on its part to be performed under any material obligation, lease, contract, order, plan or other arrangement.
No Undisclosed Contracts or Defaults. Except as may be specified in the Precision Reports, Precision is not a party as of the date of this Agreement, to, or bound as of the date of this Agreement by, any material contract or arrangement of a nature required to be disclosed within an annual report of Precision under generally accepted accounting principles (a "Material Contract"), nor is Precision in default in any material obligation or covenant on its part to be performed under any lease or other contract that is material to the business of Precision.
No Undisclosed Contracts or Defaults. Except as may be specified in the Boolx Xxxorts, Boolx xx not a party as of the date of this Agreement, to, or bound as of the date of this Agreement by, any material contract or arrangement of a nature required to be filed as an exhibit to an annual report filed by Boolx xxxer the Exchange Act which is to be performed after the Effective Time (a "Material Contract"), nor is Boolx xx default in any material obligation or covenant on its part to be performed under any lease or other contract that is material to the business of Boolx xxx its subsidiaries taken as a whole.
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No Undisclosed Contracts or Defaults. Except as may be specified in the SPR Reports or Section 2.7 of the SPR Disclosure Schedule, SPR is not a party to, or bound by, any material contract or arrangement of a nature required to be filed as an exhibit to a periodic report filed by SPR under the Exchange Act which is to be performed after the Effective Time, nor is SPR in default in any material obligation or covenant on its part to be performed under any lease or other contract that is material to the business of SPR.
No Undisclosed Contracts or Defaults. Except as may be specified in the OptiSystems Reports or Section 2.8 of the OptiSystems Disclosure Schedule, OptiSystems is not a party to, or bound by, any material contract or arrangement of any kind to be performed after the Effective Time, nor is OptiSystems in default in any material obligation or covenant on its part to be performed under any material obligation, lease, contract, order, plan or other arrangement.

Related to No Undisclosed Contracts or Defaults

  • Material Contracts; Defaults Except for those agreements and other documents filed as exhibits to its SEC Documents, neither it nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) that is a "material contract" within the meaning of Item 601(b)(10) of the SEC's Regulation S-K or (ii) that materially restricts the conduct of business by it or any of its Subsidiaries. Neither it nor any of its Subsidiaries is in default under any contract, agreement, commitment, arrangement, lease, insurance policy or other instrument to which it is a party, by which its respective assets, business, or operations may be bound or affected, or under which it or its respective assets, business, or operations receives benefits, and there has not occurred any event that, with the lapse of time or the giving of notice or both, would constitute such a default.

  • Contracts; No Defaults (a) Part 3.17(a) of the Disclosure Letter contains a complete and accurate list, and Sellers have delivered to Buyer true and complete copies, of:

  • No Undisclosed Liabilities Local Church has, and at the Disaffiliation Date will have, no debts, liabilities, commitments, or obligations of any nature, absolute, accrued, contingent or otherwise, relating to its business, other than those which (a) are fully reflected or reserved against on the Financial Statements (defined below) or (b) have been incurred since the date of the most recent balance sheet included in the Financial Statements in the ordinary course of business in amounts and for terms consistent, individually and in the aggregate, with the past practices of its business. Except as shown in the Financial Statements, the Local Church is not directly or indirectly liable upon or with respect to (by discount, repurchase agreements or otherwise), or obliged in any other way to provide funds in respect of, or to guarantee or assume, any debt, obligation or dividend of any other party, except endorsements in the ordinary course of business in connection with the deposit, in banks or other financial institutions, of items for collection.

  • No Material Undisclosed Liabilities The Borrower does not have on the Effective Date any contingent liabilities, liabilities for taxes, unusual forward or long-term commitments or unrealized or anticipated losses from any unfavorable commitments in each case that are material, except as referred to or reflected or provided for in the audited financial statements as at March 31, 2016 referred to above and the footnotes thereto and unaudited financial statements for the six-month period ended September 30, 2016.

  • No Undisclosed Events or Circumstances No event or circumstance has occurred or exists with respect to the Company or its subsidiaries or their respective businesses, properties, prospects, operations or financial condition, which, under applicable law, rule or regulation, requires public disclosure or announcement by the Company but which has not been so publicly announced or disclosed.

  • No Undisclosed Material Liabilities There are no liabilities or obligations of the Company or any of its Subsidiaries of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable or otherwise, other than:

  • No Breaches or Defaults The execution, delivery, and performance of this Agreement by Purchaser does not: (i) conflict with, violate, or constitute a breach of or a default under or (ii) require any authorization, consent, approval, exemption, or other action by or filing with any third party or Governmental Authority under any provision of: (a) any applicable Legal Requirement, or (b) any credit or loan agreement, promissory note, or any other agreement or instrument to which Purchaser is a party.

  • No Material Defaults Neither the Company nor any of the Subsidiaries has defaulted on any installment on indebtedness for borrowed money or on any rental on one or more long-term leases, which defaults, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect. The Company has not filed a report pursuant to Section 13(a) or 15(d) of the Exchange Act since the filing of its last Annual Report on Form 10-K, indicating that it (i) has failed to pay any dividend or sinking fund installment on preferred stock or (ii) has defaulted on any installment on indebtedness for borrowed money or on any rental on one or more long-term leases, which defaults, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.

  • Material Contract Defaults The Company is not, 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 is a party (i) with expected receipts or expenditures in excess of $50,000, (ii) requiring the Company to indemnify any person, (iii) granting exclusive rights to any party, (iv) evidencing indebtedness for borrowed or loaned money in excess of $50,000 or more, including guarantees of such indebtedness, or (v) which, if breached by the Company 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 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.

  • No Defaults or Violations Neither the Company nor any subsidiary is in violation or default of (i) any provision of its charter or by-laws, (ii) the terms of any indenture, contract, lease, mortgage, deed of trust, note agreement, loan agreement or other agreement, obligation, condition, covenant or instrument to which it is a party or bound or to which its property is subject or (iii) any statute, law, rule, regulation, judgment, order or decree of any court, regulatory body, administrative agency, governmental body, arbitrator or other authority having jurisdiction over the Company or such subsidiary or any of its properties, as applicable, except any such violation or default which would not, singly or in the aggregate, result in a Material Adverse Change except as otherwise disclosed in the Prospectus.

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