Outstanding Commitments. SCHEDULE 2.26 lists each existing contract, agreement, understanding, commitment, license and franchise, whether written or oral, which is material to any APP Company or its business or assets, or which involves amounts in excess of $50,000 (each, a "Material Agreement," and collectively, the "Material Agreements"). The APP Companies have delivered or made available to the Buyer true, correct and complete copies of all of the Material Agreements specified on SCHEDULE 2.26 which are in writing, and SCHEDULE 2.26 contains an accurate and complete description of all material terms of each Material Agreements which is not in writing. The APP Companies have paid in full all amounts due and required to be paid as of the date hereof under each Material Agreement identified in SCHEDULE 2.26 and will have satisfied in full all of their respective liabilities and obligations thereunder due and required to be paid prior to the Closing. All of the Material Agreements listed in SCHEDULE 2.26 are in full force and effect, except such Material Agreements to be terminated at Closing pursuant to this Agreement. Each APP Company and, to the Actual Knowledge of the Schedule 1.03 Sellers, each other party thereto have performed all of the obligations required to be performed by them to date, have received no notice of default and are not in default (with due notice or lapse of time or both) under any Material Agreement except where such failures to perform and defaults could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. No APP Company has a present expectation or intention of not fully performing all of its obligations under each Material Agreement, and no Schedule 1.03 Seller has Actual Knowledge of any breach or anticipated breach by the other party to any contract or commitment to which any APP Company is a party. There exists no actual or, to the Actual Knowledge of the Schedule 1.03 Sellers, threatened termination, cancellation or limitation of the business relationship of any APP Company with any party to any such Material Agreement.
Outstanding Commitments. Upon the giving of notice of termination by either party, UABRF shall use best efforts to limit or terminate any outstanding commitments in connection with the Program. Fluidigm shall reimburse UABRF for all direct costs incurred by it for all work performed through the effective termination date, and for all outstanding obligations which cannot be cancelled; provided, however, that Fluidigm’s aggregate funding obligation under this Agreement shall not exceed the amount set forth in Section 4.1 above. Within thirty (30) days after the effective date of termination, UABRF shall furnish Fluidigm with a final statement for settlement of all costs to be reimbursed. This statement may include costs incurred before the notice of termination was given but which were not yet billed. If funds received by UABRF exceed expenses incurred, UABRF shall reimburse Fluidigm for any such excess funds at the time such final statement is furnished to Fluidigm.
Outstanding Commitments. 1. Unless otherwise provided for in this Agreement, the United Kingdom shall be liable to the Union for the United Kingdom's share of the budgetary commitments of the Union budget and the budgets of the Union decentralised agencies outstanding on 31 December 2020 and for the United Kingdom's share of the commitments made in 2021 on the carryover of commitment appropriations from the budget for 2020. The first subparagraph shall not apply to the following commitments outstanding on 31 December 2020:
Outstanding Commitments. (a) In the event that there are one or more Outstanding Commitment(s) at the time of an Event of Default, the Bank may at its option, and without notice to or request from the Member, make an Advance by crediting a special account of the Member with the Bank in an amount equal to the Outstanding Commitment(s). The Bank shall have a first priority perfected security interest in any such special account, and amounts credited to such special account may not be withdrawn by the Member for so long as there shall be Outstanding Commitment(s). Amounts credited to such special account shall be utilized by the Bank for the purpose of satisfying the Bank’s obligations under the Outstanding Commitment(s). When all such obligations have expired or have been satisfied, the Bank shall disburse the balance, if any, in such special account first to the satisfaction of any amounts then due and owing by the Member to the Bank and then to the Member or its successor’s interest. Advances made pursuant to this Section 2.03 shall be payable on demand and shall bear interest from the date the same shall be made until paid at the rate in effect and being charged by the Bank from time to time on overdrafts on DID Accounts of its members, but in no event more than any applicable limit set by the Regulations.
Outstanding Commitments. 21 SECTION 2.23
Outstanding Commitments. The participants agree:
Outstanding Commitments. Upon the giving of notice of termination by either party, (a) TSF shall make a payment to the Company for all (i) fees, costs and expenses related to the Sponsored Research that are in the Budget rendered up to the date of termination (including expenses incurred in connection with reasonable wind-down activities) and (ii) non-cancellable commitments made or incurred by the Company related to the Sponsored Research that are in the Budget and (b) the Company shall exert commercially reasonable efforts, if possible, to limit the amount of any outstanding commitments that are in the Budget. Within [**] of the effective date of termination, the Company shall furnish TSF with a final statement for settlement of all costs to be reimbursed by TSF. If funds received by the Company from TSF exceed the amount of expenses incurred by the Company that are payable by TSF under the Budget, the Company shall reimburse TSF for any such excess funds at the time such final statement is furnished to TSF.
Outstanding Commitments. Schedule 5.1(q) sets forth a list of all ----------------------- --------------- existing contracts, agreements, understandings, arrangements, leases, commitments, licenses, and installment and conditional sales agreements, whether written or oral, relating to each of the Companies (collectively, the "Company Contracts") and, with respect to oral Company Contracts, an accurate and complete summary of the material provisions. The Principals have caused the Companies to deliver or make available to Xxxxx true, correct and complete copies of all written Company Contracts. The execution, delivery and performance by the Companies of each of their Company Contracts has been authorized by all necessary corporate action. All of the Company Contracts are in full force and effect. The Companies and each other party to each of the Company Contracts have performed all the obligations required to be performed by them to date, have received no notice of default and are not in default (with due notice or lapse of time or both) under any of the Company Contracts. The Principals and the Companies have no present expectation or intention of not fully performing all their obligations under each of the Company Contracts, and neither the Principals nor the Companies have any knowledge of any breach or anticipated breach by any other party to any of the Company Contracts. None of the Company Contracts have been terminated, no notice has been given by any party thereto of any alleged default thereunder by any party thereto, and neither the Principals nor the Companies are aware of any intention or right of any party to any Company Contract to default another party to any Company Contract. There exists no actual or, to the knowledge of the Principals or the Companies, threatened termination, cancellation or limitation of the business relationship of the Companies with any party to any Company Contract.
Outstanding Commitments. Schedule 2.21 sets forth a ----------------------- ------------- description of all existing contracts, agreements, commitments, licenses, purchase orders, powers of attorney and franchises (collectively "Agreements") relating to the Company. The Sellers' have delivered or made available to the Buyer true, correct and complete copies of all of the Agreements specified on Schedule 2.21 which are in writing, and Schedule 2.21 contains an accurate and ------------- ------------- complete description of all binding Agreements which are not in writing. The Company has paid in full all amounts due as of the date hereof under each Agreement identified in Schedule 2.21 and the Company and each other party ------------- thereto have performed all the obligations required to be performed by them to date, have received no notice of default and are not in default (with due notice or lapse of time or both) under any Agreement. The Sellers have no knowledge of any breach or anticipated breach by the other party to any contract or commitment to which the Company is a party. None of such Agreements has been terminated and none of Sellers are aware of any intention or right of any party to default another party to any such Agreement. There exists no actual or, to the knowledge the Sellers, threatened termination, cancellation or limitation of the business relationship of the Company with any party to any such Agreement. Except as set forth in Schedule 2.21, the Company is not a party to any ------------- agreement restricting its ability to compete or solicit and there are no agreements of any third party restricting its ability to compete with the Company or solicit its employees or which require such third parties to treat the Company's information as confidential.
Outstanding Commitments. To the best knowledge of Seller, Seller is not bound by any commitments for the performance of services or delivery of products in excess of its ability to provide such services or deliver such products during the time available to satisfy such commitments, and all outstanding commitments for the performance of services or delivery of products were made on a basis calculated to produce a profit under the circumstances prevailing when such commitments were made.
