Business Material Contracts Sample Clauses

Business Material Contracts. (a) For purposes of this Agreement, the following Contracts shall be deemed to constitute “Business Material Contracts”:
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Business Material Contracts. (a) Section 3.17(a) of the Trimble Disclosure Schedule includes, as of the date of this Agreement, a true, complete and correct list of all of the following Contracts to which Trimble or any of its controlled Affiliates is a party or is bound (but solely to the extent such Contract Relates to the Business) excluding any Business Real Property Leases and any Employee Plans (the Contracts listed on Section 3.17(a) of the Trimble Disclosure Schedule and the Contracts entered into after the date hereof that would be required to be so listed if in effect on the date hereof, the “Business Material Contracts”):
Business Material Contracts. (a) Schedule 3.18(a) sets forth a true, correct and complete list, and Sellers have made available to Buyer true and correct copies, of each Contract, including amendments thereto, to which Sapphire or any of its Subsidiaries or Joint Ventures is a party or by which it is bound or pursuant to which any Transferred Assets are subject that Relates to the Businesses (other than purchase orders and invoices entered into in the ordinary course of business consistent with past practices, Contracts that are benefit plans, Contracts unrelated to the Businesses that are Bargaining Agreements, Transaction Documents, and Excluded Assets) and:
Business Material Contracts. (a) For purposes of this Agreement, the following Contracts to which either of the Companies (or any of their respective Subsidiaries) is a party shall be deemed to constitute “Business Material Contracts”: (i) the PPAs; (ii) all Contracts between either of the Companies (or any of their Subsidiaries), on the one hand, and one or more (A) Business Employees or (B) independent non-Affiliate third party consultants or contractors individually, on the other hand (other than any such Contracts that are terminable without penalty on not more than 365 days’ notice); (iii) other than the Contracts addressed by Section 3.9(a)(i), all Contracts of either of the Companies or any of their Subsidiaries that individually involve expenditures by the Business in excess of $1,000,000 in the applicable Company’s or its Subsidiary’s most recently completed fiscal year; (iv) other than the Contracts addressed by Section 3.9(a)(i), all Contracts of either of the Companies or any of their Subsidiaries that individually involve receipt of payments by the Business in excess of $1,000,000 in the applicable Company’s or its Subsidiary’s most recently completed fiscal year; (v) all Contracts providing for the extension of credit by either of the Companies or their Subsidiaries, other than (A) the extension of credit to customers in the ordinary course of business consistent with past practice, and (B) normal employee advances and other customary extensions of credit in the ordinary course that are not material in amount; (vi) all Contracts for, or relating to, Indebtedness of the Business, or pursuant to which any Encumbrance is granted in or to any of the assets of the Business; (vii) all Contracts granting any Person any right or option to purchase or acquire (A) any assets (other than immaterial assets and immaterial inventory in the ordinary course of business) of the Business or (B) the Interests, in each case including rights of first option, rights of first refusal or other preferential purchase rights; (viii) all Contracts that, upon consummation of the transactions contemplated hereby, would limit the ability of Purchaser or its Affiliates to compete in any line of business or with any Person or in any geographic area or during any period of time (other than limitations that in the aggregate are immaterial); and (ix) all partnership, joint venture and joint ownership Contracts, and all similar material Contracts (however named) relating to the Business involving a sharing ...
Business Material Contracts. (a) Section 3.17(a) of the Trimble Disclosure Schedule includes, as of September 28, 2023, a true, complete and correct list of all of the following Contracts to which Trimble or any of its controlled Affiliates is a party or is bound (but solely to the extent such
Business Material Contracts. (a) For purposes of this Agreement, the following Contracts to which any of the Transferred Entities is a party shall be deemed to constitute “Business Material Contracts”:

Related to Business Material 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:

  • Material Contracts Section 3.20

  • 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.

  • Business Contracts All Contracts (other than the Real Property Leases, the Personal Property Leases and the Accounts Receivable) to which Seller is a party, which are utilized in the conduct of the Business, including Contracts relating to suppliers, sales representatives, distributors, purchase orders, marketing arrangements and manufacturing arrangements and which are listed in SECTION 1.01(a)(vi) OF THE DISCLOSURE SCHEDULE (the "Business Contracts");

  • No Material Contracts No contract or commitment will be entered into, and no purchase of raw materials or supplies and no sale of goods or services (real, personal, or mixed, tangible or intangible) will be made, by or on behalf of Company, except contracts, commitments, purchases or sales which are in the ordinary course of business and consistent with past practice, are not material to the Company (individually or in the aggregate) and would not have been required to be disclosed in the Disclosure Schedule had they been in existence on the date of this Agreement.

  • Compliance with Laws and Material Contracts Each Borrower will comply, and cause each Subsidiary to comply, with the requirements of all applicable Laws and Material Contracts, except to the extent that failure to so comply could not reasonably be expected to (a) have a Material Adverse Effect, or (b) result in any Lien upon either (i) a material portion of the assets of any such Person in favor of any Governmental Authority, or (ii) any Collateral which is part of the Borrowing Base.

  • Compliance with Material Contracts Each Credit Party shall, and shall cause each of its Subsidiaries to, perform and observe all the material terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time reasonably requested by the Administrative Agent and, upon the reasonable request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Credit Party is entitled to make under such Material Contract.

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