Agreements and Obligations; Performance. Except as listed and briefly described in Schedule 3.15 hereto (the "Ocean Listed Agreements"), neither Ocean nor any of the Ocean Subsidiaries are a party to, or bound by any: (a) written or oral agreement or other contractual commitment, understanding or obligation that involves aggregate payments or receipts in excess of $25,000 (such agreements are listed in Schedule 3.15); (b) contract, arrangement, commitment or understanding which involves aggregate payments or receipts in excess of $25,000 that cannot be cancelled on 30 days or less notice without penalty or premium or any continuing obligation or liability (such agreements are listed in Schedule 3.15); (c) contractual obligation or contractual liability of any kind to any of its shareholders; (d) contract, arrangement, commitment or understanding with its customers or any officer, employee, shareholder, director, representative or agent thereof for the repurchase of products, sharing of fees, the rebating of charges to such customers, bribes, kickbacks from such customers or other similar arrangements; (e) contract for the purchase or sale of any materials, products or supplies that contain, or that commits or will commit it for, a fixed term (such agreements are listed in Schedule 3.15); (f) contract of employment with any officer or employee not terminable at will without penalty or premium or any continuing obligation or liability; (g) deferred compensation, bonus or incentive plan or agreement not cancelable at will without penalty or premium or any continuing obligation or liability; (h) management or consulting agreement not terminable at will without penalty or premium or any continuing obligation or liability; (i) lease for real or personal property (including borrowings thereon), license or royalty agreement; (j) agreement, commitment or understanding relating to indebtedness for borrowed money; (k) union or other collective bargaining agreement; (l) contract that, by its terms, requires the consent of any party thereto to the consummation of the transactions contemplated hereby; (m) contract containing covenants limiting the freedom of Ocean or any of the Ocean Subsidiaries to engage or compete in any line or business or with any person in any geographical area; (n) contract or option relating to the acquisition or sale of any business; (o) voting trust agreement or similar shareholders' agreement; (p) option for the purchase of any asset, tangible or intangible; or (q) other contract, a...
Agreements and Obligations; Performance. The Company is not a party to, or bound by any: (i) contract, arrangements, commitment or understanding; (ii) contractual obligation or contractual liability of any kind to any Company stockholder; (iii) contract, arrangement, commitment or understanding with its customers or any officer, employee, stockholder, director, representative or agent thereof for the repurchase of products, sharing of fees, the rebating of charges to such customers, bribes, kickbacks from such customers or other similar arrangements; (iv) contract for the purchase or sale of any materials, products or supplies which contain, or which commits or will commit it for a fixed term; (v) contract of employment with any officer or employee not terminable at will without penalty or premium or any continuing obligation of liability; (vi) deferred compensation, bonus or incentive plan or agreement not cancelable at will without penalty or premium or any continuing obligation or liability: (vii) management or consulting agreement not terminable at will without penalty or premium or any continuing obligation or liability; (viii) lease for real or personal property (including borrowings thereon), license or royalty agreement; (ix) union or other collective bargaining agreement; (x) agreement, commitment or understanding relating to the indebtedness for borrowed money; (xi) contract involving aggregate payments or receipts of $1,000 or more which, by its terms, requires the consent of any party thereto to the consummation of the transactions contemplated hereby; (xii) contract containing covenants limiting the freedom of the Company to engage or compete in any line of business or with any person in any geographic area; (xiii) contract or opinion relating to the acquisition or sale of any business; (xiv) voting trust agreement or similar stockholders' agreement; and/or (xiv) other contract, agreement, commitment or understanding which materially affects any of its properties, assets or business, whether directly or indirectly, or which was entered into other than in the ordinary course of business.
Agreements and Obligations; Performance. The Company is not a Party to, or bound by any: (i) contract, arrangements, commitment or understanding; (ii) contractual obligation or contractual liability of any kind to any person; (iii) contract, arrangement, commitment or understanding with a potential or actual customer or any officer, employee, stockholder, director, representative or agent thereof; (iv) contract for the purchase or sale of any materials, products or supplies; (v) contract of employment with any officer or employee; (vi) deferred compensation, bonus or incentive plan or agreement; (vii) management or consulting agreement; (viii) lease for real or personal property (including borrowings thereon), license or royalty agreement; (ix) union or other collective bargaining agreement; (x) agreement, commitment or understanding relating to any Liability; (xi) contract involving aggregate payments or receipts of any amount of funds; (xii) contract containing covenants limiting the freedom of the Company to engage or compete in any line of business or with any person in any geographic area; (xiii) contract or opinion relating to the acquisition or sale of any business; (xiv) voting trust agreement or similar stockholders' agreement; and/or (xiv) other contract, agreement, commitment or understanding which affects its securities or any of its properties, assets or business.
Agreements and Obligations; Performance. Exhibit "B" sets forth a list of material agreements to which the Seller is a party or are otherwise bound. Other than these material agreements, the Seller is not party to or bound by any:
Agreements and Obligations; Performance. Except for the Contracts listed and briefly described in Schedule 3.14 attached hereto (the "Target Listed Agreements"), Target is not a party to, or bound by, any: (i) Contract which involves aggregate payments or receipts in excess of $20,000 that cannot be terminated at will without penalty or premium or any continuing Liability; (ii) Contract of any kind with any officer, director, employee or shareholder of Target; (iii) Contract which is in violation of applicable law; (iv) Contract for the purchase, sale or lease of any materials, products, supplies or services which contains, or which commits or will commit it for, a fixed term; (v) Contract of employment not terminable at will without penalty or premium or any continuing Liability; (vi) deferred compensation, bonus or incentive plan or Contract not cancelable at will without penalty or premium or any continuing obligation or Liability; (vii) management or consulting Contract not terminable at will without penalty or premium or any continuing obligation or Liability; (viii) license or royalty Contract; (ix) Contract relating to indebtedness for borrowed money; (x) union or other collective bargaining Contract; (xi) Contract which, by its terms, requires the consent of any party thereto to the consummation of the Transaction; (xii) Contract containing covenants limiting the freedom of Target, or any shareholder, director, officer or employee thereof, to engage or compete in any line of business, or with any Person, in any geographical area; (xiii) Contract or option relating to
Agreements and Obligations; Performance. Except as listed and briefly described in Schedule 3.9 attached hereto and made a part hereof (the "Listed Agreements") Target is not party to, or bound by, any: (i) Contract which involves aggregate payments or receipts in excess of $1,000 that cannot be terminated at will without penalty or premium or any continuing obligation or Liability; (ii) Contract of any kind with any officer, director or shareholder, of Target; (iii) Contract which is in violation of applicable law; (iv) Contract for the purchase, sale or lease of any equipment, materials, products, supplies or services which contains, or which commits or will commit it for, a fixed term; (v) license or royalty Contract; (vi) Contract which, by its terms, requires the consent of any party thereto to the consummation of the transactions contemplated hereby; (vii) Contract containing covenants limiting the freedom of Target or any officer, employee or shareholder to engage or compete in any line or business or with any person in any geographical area; (viii) Contract or option relating to the acquisition or sale of any business; (ix) voting agreement or similar agreement or Contract; (x) option for the purchase of any Asset, tangible or intangible; or (xi) distributor, franchise, license, technical assistance agency or advertising Contracts; (xii) Contract with the United States, or any state or local government or any agency or department thereof, and/or (xiii) any other Contract which affects any of the Assets, whether directly or indirectly, or which was entered into other than in the ordinary and usual course of business consistent with past practice. A true and correct copy of each of the written Listed Agreements has been delivered, or made available, to Purchaser. Except as set forth on Schedule 3.9, Target has in all material respects performed all obligations required to be performed by it to date under all of the Listed Agreements, is not in Default under any of the Listed Agreements and has received no notice of any dispute, Default or alleged Default thereunder which has not heretofore been cured or which notice has not heretofore been withdrawn. The Target does not know of any Default under any of the Listed Agreements by any other party thereto or by any other person, firm or corporation bound thereunder. In addition, the Merger and the consummation of the Transaction contemplated by this Agreement does not constitute a prohibited assignment under the terms of any of the Listed Agreem...
Agreements and Obligations; Performance. Except for the Contracts listed and briefly described in Schedule 3.14 attached hereto (the "NextPhase Listed Agreements"), NextPhase is not a party to, or bound by, any Contract.
Agreements and Obligations; Performance. Except as listed and briefly described in Schedule 4.14 attached hereto (the "Listed Agreements") or listed in the SEC Report, EXTECH is not a party to, or bound by, any: (i) Contract which involves aggregate payments or receipts in excess of $5,000 that cannot be EXTECH CORPORATION 21
Agreements and Obligations; Performance. Exhibit "H" sets forth a list of material agreements to which the Purchaser is a party or is otherwise bound. Other than these material agreements, the Purchaser is not party to or bound by any:
Agreements and Obligations; Performance. Exhibit "F" sets forth a list of material agreements to which the Purchaser is a party or is otherwise bound. Other than these material agreements, the Purchaser is not party to or bound by any:
