OTHER MATERIAL CONTRACTS AND OBLIGATIONS Sample Clauses

OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts, Customer Contracts, RSA 2 Contracts, the Partnership Agreement, non-assignable insurance policies, leases and other agreements in respect of the Seller Leased Real Estate and Partnership Leased Real Estate and the contracts, commitments, leases and agreements disclosed on Schedule 5.22 hereto, none of Seller, Licensee and Shareholder or the Partnership is a party to or bound by any material written agreement relating to the Business, including any:
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts disclosed on Schedule 3.16 and the Contracts disclosed on Schedule 3.22 hereto, the Companies are not Parties to or bound by any:
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts, Customer Contracts, non-assignable insurance policies, Assigned Leases and the contracts, commitments, leases and agreements disclosed on Schedule 1.1(f) hereto, neither Seller nor ICL is a party to or bound by any material written agreement relating to the Cellular Business, including any:
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts and the Contracts disclosed on SCHEDULE 3.22 hereto, neither the Company nor RFC is a party to or bound by any:
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts, non-assignable insurance policies and the Contracts disclosed on Schedule 4.22 hereto or in the financial statement or notes thereto listed on Schedule 4.11 hereto, neither Seller is a party to or bound by any Contract relating to the Business, including any: a. Dealer, distributorship, franchise brokerage, or sales agency agreements, excluding purchase orders with respect to the purchase or sale of products or services in the Ordinary Course of Business; b. Advertising Contracts; c. Contract, commitment or arrangement for capital expenditures having a remaining balance in excess of $25,000; d. Leases with respect to any property, real or personal, whether as lessor or lessee;
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts, non-assignable insurance policies, contracts relating to and affecting such Excluded Assets, the Contracts disclosed on Schedule 6.22 hereto, neither MFM nor the Shareholders is a party to or bound by any Contract relating to the Business, including any: a. Dealer, distributorship, franchise brokerage, consulting, independent contractor or sales agency agreements, excluding purchase orders with respect to the purchase or sale of products or services in the Ordinary Course of Business;
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts and the Contracts disclosed on Schedule 3.16(a) hereto, the Business is not a party to or bound by any: (a) Distributorship or sales agency agreements, excluding purchase orders with respect to the purchase or sale of products or services in the Ordinary Course of Business; (b) Advertising Contracts; (c) Contracts for capital expenditures having an aggregate remaining balance in excess of $10,000; (d) Leases with respect to any property, real or personal, whether as lessor or lessee, except for any leases having a term of one year or less or aggregate rents payable over their lives of $10,000 or less; (e) Contract containing covenants by the Company or any officer, director, employee or Affiliate of the Company not to compete in any lines of the Business or with any Person; (f) Franchise or license agreements; (g) Except as disclosed in Schedule 3.13, and accounts payable and obligations arising under the Operating Contracts, loan or credit agreements, promissory notes or other evidences of indebtedness, including all agreements or commitments for future loans, extensions of credit or financing, excluding credit extended by the Company to its customers; (h) Contract or purchase order for the purchase of any services, supplies or equipment involving payments of more than $5,000 per annum or an aggregate of more than $10,000; or (i) Contract for the sale of any properties, assets or services involving a value estimated at more than $10,000. 3.23
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OTHER MATERIAL CONTRACTS AND OBLIGATIONS. Except for the Operating Contracts and the Contracts disclosed on SCHEDULE 3.16(a) hereto, the Business is not a party to or bound by any:
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Related to OTHER MATERIAL CONTRACTS AND OBLIGATIONS

  • Material Contracts and Obligations All agreements, contracts, leases, licenses, instruments, commitments (oral or written), indebtedness, liabilities and other obligations to which any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties; (ii) involve any of the officers, consultants, directors, employees or shareholders of any Group Company; or (iii) obligate any Group Company to share, license or develop any product or technology are listed in Section 3.12 of the Disclosure Schedule and have been provided to the Investor and its counsel. For purposes of this Section 3.12, “material” shall mean any agreement, contract, indebtedness, Liability, arrangement or other obligation either (i) having an aggregate value, cost, Liability or amount of RMB4,000,000 or more, or (ii) not terminable upon no more than thirty (30) days’ notice without penalty or obligation, or (iii) relating to the leased stores with a monthly rental of RMB300,000 or more and leased warehouses.

  • Material Contracts and Commitments Neither the Company, nor, to the best knowledge of the Company, any third party is in default under any material contract, agreement or instrument to which the Company is a party.

  • Material Contracts and Agreements (i) All material contracts of the Company or its subsidiaries have been included in the Company SEC Documents, except for those contracts not required to be filed pursuant to the rules and regulations of the SEC.

  • Other Material Contracts Company has no lease, contract or commitment of any nature affecting the Business and involving consideration or other expenditure in excess of $100,000.00, or involving performance over a period of more than twelve (12) months, or which is otherwise individually material to the operations of the Business, except for purchase orders taken in the ordinary course of business and except as explicitly described in Schedule 5.11(l) or in any other Schedule of the Disclosure Schedule.

  • SIGNIFICANT CUSTOMERS; MATERIAL CONTRACTS AND COMMITMENTS The Company has delivered to TCI an accurate list (which is set forth on Schedule 5.15) of all customers (persons or entities) representing 1% or more of the Company's annual revenues for the year ended December 31, 1997; provided, however, that Schedule 5.15 need not set forth more than the Company's 20 largest customers during such period. Except to the extent set forth on Schedule 5.15, none of such customers have canceled or substantially reduced or, to the knowledge of the Stockholders, are currently attempting or threatening to cancel a contract or substantially reduce utilization of the services provided by the Company. The Company has listed on Schedule 5.15 all Material Contracts (as defined below) to which the Company is a party or by which it or any of its properties are bound, other than agreements listed on Schedules 5.10, 5.14 or 5.16, (a) in existence as of the Balance Sheet Date and (b) entered into since the Balance Sheet Date, and in each case has delivered true, complete and correct copies of such agreements to TCI. For purposes of this Agreement, the term "Material Contracts" includes contracts between the Company and significant customers (as described above), joint venture or partnership agreements, contracts with any labor organization, strategic alliances, options to purchase land and other contracts which are not terminable on sixty days or less notice and involve payments by the Company in any twelve-month period in excess of $25,000. The Company has also indicated on Schedule 5.15 a summary description of all plans or projects involving the opening of new operations, expansion of existing operations, the acquisition of any personal property, business or assets requiring, in any event, the payment of more than $25,000 by the Company during any 12- month period. To the knowledge of the Stockholders, all of the Material Contracts are in full force and effect and constitute valid and binding agreements of the parties (and their successors) thereto in accordance with their respective terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to the enforcement of creditors' rights generally and by general principles of equity.

  • Contracts and Agreements The agreements and documents described in the Registration Statement and the Prospectus conform in all material respects to the descriptions thereof contained therein and there are no agreements or other documents required by the Securities Act to be described in the Registration Statement and the Prospectus or to be filed with the Commission as exhibits to the Registration Statement, that have not been so described or filed. Each agreement or other instrument (however characterized or described) to which the Company is a party or by which it is or may be bound or affected and (i) that is referred to in the Registration Statement and the Prospectus, or (ii) is material to the Company’s business, has been duly authorized and validly executed by the Company, is in full force and effect in all material respects and is enforceable against the Company and, to the Company’s knowledge, the other parties thereto, in accordance with its terms, except (x) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (y) as enforceability of any indemnification or contribution provision may be limited under the federal and state securities laws, and (z) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. None of such agreements or instruments has been assigned by the Company, and neither the Company nor, to the Company’s knowledge, any other party is in default thereunder and, to the Company’s knowledge, no event has occurred that, with the lapse of time or the giving of notice, or both, would constitute a default thereunder. To the best of the Company’s knowledge, performance by the Company of the material provisions of such agreements or instruments will not result in a violation of any existing applicable law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its assets or businesses (each, a “Governmental Entity”), including, without limitation, those relating to environmental laws and regulations.

  • Contracts and Commitments; No Default (a) Except as set forth in the Company Disclosure Schedule, the Company is not a party to, nor are any of the Assets bound by, any written or oral:

  • Material Contracts and Transactions Other than as expressly contemplated by this Agreement, there are no material contracts, agreements, licenses, permits, arrangements, commitments, instruments, understandings or contracts, whether written or oral, express or implied, contingent, fixed or otherwise, to which Pubco is a party except as disclosed in writing to Priveco or as disclosed in the Pubco SEC Documents.

  • Contracts and Commitments (a) Schedule 2.16 attached hereto contains a true, complete and correct list and description of the following contracts and agreements, whether written or oral (collectively, the "Contracts"):

  • Company Material Contracts (a) Section 4.11(a) of the Company Disclosure Letter sets forth, as of the date hereof, a true, correct and complete list of each Contract, to which an Acquired Company is a party or is bound as of the date hereof, and which falls within any of the following categories:

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