Purchaser Material Contracts. (a) Except for this Agreement and except for the Contracts filed as part of the Purchaser Public Disclosure Record, Section (19)(a) of the Purchaser Disclosure Letter sets forth a true and complete list of the following Contracts to which the Purchaser or its Subsidiaries is a party or to which it is bound:
Purchaser Material Contracts. Except for (a) agreements, commitments, arrangements, leases or other instruments disclosed in the Purchaser Disclosure Letter, (b) agreements, commitments, arrangements, leases or other instruments disclosed in the Purchaser's Annual Report on Form 10-K for the year ended December 31, 1995, or in any Purchaser SEC Documents filed thereafter, and (c) other agreements, commitments, arrangements, leases or other instruments entered into in the ordinary course of business (collectively the "Purchaser Material Contracts"), neither the Purchaser nor any of its Subsidiaries is a party to any material agreements, commitments, arrangements, leases or other instruments. Assuming due authorization and execution by the other parties thereto, to the knowledge of the Purchaser, each of the Purchaser Material Contracts is valid, binding, and in full force and effect in all material respects and enforceable by the Purchaser or such Subsidiary, as the case may be, in accordance with its respective terms. The Purchaser or such Subsidiary, as the case may be, has materially performed its obligations under such Purchaser Material Contracts in accordance with the terms thereof and, to the knowledge of the Purchaser, the other parties to such Purchaser Material Contracts are not in default under any Purchaser Material Contract as to which it is reasonably foreseeable that an adverse determination would result in a Material Adverse Effect on the Purchaser. Except as set forth in the Purchaser Disclosure Letter, neither the Purchaser nor any of its Subsidiaries has received notice from any person alleging that the Purchaser or any of its Subsidiaries is in default under any Purchaser Material Contract as to which it is reasonably foreseeable that an adverse determination would result in a Material Adverse Effect on the Purchaser.
Purchaser Material Contracts. Each material Contract to which a Purchaser Group Company is a party (a “Purchaser Material Contract”) is a legal, valid and binding obligation of such Purchaser Group Company and to the Purchaser’s knowledge, the other parties thereto, in each case subject to the Bankruptcy and Equity Exception. Neither any Purchaser Group Company nor, to the Purchaser’s knowledge and as of the date hereof, any other party thereto, is in breach or violation of, or default under, any Purchaser Material Contract and no event has occurred or not occurred through any Purchaser Group Company’s or, to the Purchaser’s knowledge, the action or inaction of any Third Party, that with notice or lapse of time or both would constitute a breach or violation of, or default under, any Purchaser Material Contract. No Purchaser Group Company has received any written claim or notice of default, termination or cancellation under any Purchaser Material Contract.
Purchaser Material Contracts. (a) Except for this Agreement and the OB Transaction, the Purchaser is not a party to any Contract that would be required to be filed (assuming completion of the Liquidity Event (as defined in the Agency Agreement)) by Part 12 of National instrument 51-102 – Continuous Disclosure Obligations (each, a "Purchaser Material Contract").
Purchaser Material Contracts. (i) Each Purchaser Material Contract is legal, valid, binding and in full force and effect and is enforceable by the Purchaser or a Subsidiary, as applicable, in accordance with its terms (subject to bankruptcy, insolvency and other Laws affecting creditors’ rights generally, and to general principles of equity) and is the product of fair and arms’ length negotiations between each of the parties to such Purchaser Material Contracts. (ii) The Purchaser and each of its Subsidiaries have performed in all material respects all respective obligations required to be performed by them to date under the Purchaser Material Contracts of the Purchaser and neither the Purchaser nor any of its Subsidiaries is in breach or default under any such Purchaser Material Contract, nor does the Purchaser have knowledge of any condition that with the passage of time or the giving of notice or both would result in such a breach or default. (iii) None of the Purchaser or any of its Subsidiaries knows of, or has received any notice (whether written or oral) of, any breach or default under nor, to the knowledge of the Purchaser, does there exist any condition which with the passage of time or the giving of notice or both would result in such a breach or default) of any such Purchaser Material Contract by any other party to a Purchaser Material Contract. (iv) The Purchaser has not received any notice (whether written or oral), that any party to a Purchaser Material Contract intends to cancel, terminate or otherwise modify or not renew its relationship with the Purchaser or any of its Subsidiaries, and, to the knowledge of the Purchaser, no such action has been threatened.
Purchaser Material Contracts. (i) Each Purchaser Material Contract of the Purchaser is legal, valid, binding and in full force and effect and is enforceable by the Purchaser or a Purchaser Material Subsidiary, as applicable, in accordance with its terms (subject to bankruptcy, insolvency and other Laws affecting creditors' rights generally, and to general principles of equity) and is the product of fair and arms' length negotiations between each of the parties to such Purchaser Material Contracts of the Purchaser.
Purchaser Material Contracts. (a) Except for this Agreement and the Firefly Transaction, the Purchaser is not a party to any Contract that would be required to be filed (assuming completion of the Liquidity Event (as defined in the Agency Agreement)) by Part 12 of National instrument 51-102 – Continuous Disclosure Obligations (each, a "Purchaser Material Contract").
Purchaser Material Contracts. Purchaser has made available to the Company accurate and complete (except for applicable redactions thereto) copies of all contract, including all amendments and purchase orders thereto (i) with the top 10 customers (including purchase orders), distributors or suppliers of the Purchaser which whom the Purchaser has a contract (excluding the agreements relating to the land purchase and facility construction in the Republic of Korea); (ii) Contracts pursuant to which the use by the Purchaser of Intellectual Property is permitted by any Person; and (iii) Contracts pursuant to which the Purchaser licenses or sublicenses any Intellectual Property to any Person, other than (A) non-exclusive licenses granted to vendors and other contractors solely for the purposes of providing services to Purchaser and (B) non-exclusive licenses granted to customers of Purchaser in the ordinary course of business consistent with past practice, and (iv) material contracts pursuant to which any Intellectual Property was developed for the Purchaser.
Purchaser Material Contracts. Except as would not be reasonably expected to have, individually or in the aggregate, a Purchaser Material Adverse Effect: (A) each Purchaser Material Contract is legal, valid, binding and in full force and effect and is enforceable by the Purchaser or a Subsidiary as applicable, in accordance with its terms subject only to any limitation under bankruptcy, insolvency or other applicable Law affecting the enforcement of creditors’ rights generally and the discretion that a court may exercise in the granting of equitable remedies such as specific performance and injunction; (B) none of the Purchaser, any Purchaser Subsidiary, or, to the knowledge of the Purchaser, any member of the SunStream Group is in breach or default under any Purchaser Material Contract, nor does the Purchaser have knowledge of any condition that with the passage of time or the giving of notice or both would result in such a breach or default, and (C) as of the date hereof, none of the Purchaser, any Purchaser Subsidiary or, to the knowledge of the Purchaser, the SunStream Group knows of, or has received any notice (whether written or oral) of, any breach, default, cancelation, termination, or no renewal under any Purchaser Material Contract by any other party to any Purchaser Material Contract. As of the date of this Agreement, no Purchaser Material Contract that has been disclosed in the Purchaser Data Room has, since such disclosure, been modified, rescinded or terminated, except in the Ordinary Course.
Purchaser Material Contracts. (a) The Purchaser SEC Reports contain a true, correct and complete list as of the date of this Agreement of any contract or agreement of any Purchaser Entity is a party or to which it or its assets or properties may be subject, whether written or oral which is a “material contract” within the meaning of Item 601(b)(10) of Regulation S-K (the “Purchaser Material Contracts).”
