LIST OF CONTRACTS AND OTHER DATA. Section 5.13 of the -------------------------------- Computone Disclosure Schedule sets forth the following:
LIST OF CONTRACTS AND OTHER DATA. The Disclosure Schedule sets forth a listing of all contracts to which the Company or any Subsidiary is a party, except: (a) purchase and sales orders entered into in the ordinary course of business; (b) any contract which has a remaining term of less than two (2) years from the date of this Agreement involves an aggregate receipt or expenditure after the date of this Agreement of less than $50,000; (c) any contract which has a term in excess of two (2) years and involves an aggregate receipt or expenditure by the Company or any Subsidiary of less than $50,000 and was entered into in the ordinary course of business; and (d) any contract that may be terminated by the Company or any Subsidiary on no more than ninety (90) days notice without penalty (collectively, the "Material Contracts"). Except as set forth in the Disclosure Schedule:
LIST OF CONTRACTS AND OTHER DATA. Neither HC nor Newco has: --------------------------------
LIST OF CONTRACTS AND OTHER DATA. Schedule 2.13 sets forth the ------------- following information with respect to the properties and assets of such Party, other than the Excluded Assets (indicating in each case, where appropriate, whether or not consent by a third party is required for the transfer of such properties and assets to the Company):
LIST OF CONTRACTS AND OTHER DATA. Schedule 2.13 sets forth the following information with respect to the properties and assets of Summxxxxx, xxher than the Excluded Assets (indicating in each case, where appropriate, whether or not consent by a third party is required for the transfer by Summxxxxx xx such properties and assets to the Company):
LIST OF CONTRACTS AND OTHER DATA. Schedule 2.16 sets forth the following: all computer software, patents and registrations for trademarks, trade names, service marks and copyrights which are unexpired as of the date of this Agreement and which are owned by the Seller or the Asset for the benefit of the Asset, as well as all applications pending on said date for patents or for trademark, trade name, service xxxx or copyright registrations, and all other proprietary rights, owned or held by the Seller or the Asset for the benefit of the Asset, and (ii) all licenses granted by or to the Asset and all other agreements to which the Seller or the Asset for the benefit of the Asset is a party and which relate, in whole or in part, to any items of the categories mentioned in sub-paragraph (A) above or to other proprietary rights of the Seller or the Asset for the benefit of the Asset which are reasonably necessary to, or used in connection with, the business of the Asset; all collective bargaining agreements, employment and consulting agreements, executive compensation plans, bonus plans, profit-sharing plans, deferred compensation agreements, employee pension or retirement plans, employee stock purchase and stock option plans, group life insurance, hospitalization insurance or other plans or arrangements providing for benefits to employees of the Asset; all contracts, understandings and commitments (including, without limitation, mortgages, indentures and loan agreements) to which the Asset or the Seller for the benefit of the Asset is a party, or to which it or any of its assets or properties are subject and which are not specifically referred to in sub-paragraphs (A) or (B) above or in Schedule 2.18 hereof; the names and current annual compensation rates of all employees of the Asset; and all customer backlog which is represented by firm purchase orders, identifying the customers, products and purchase prices. True and complete copies of all documents and complete descriptions of all oral understandings, if any, referred to in Schedules 2.17 and 2.18 have been provided or made available to Buyer and its counsel. Page 6 – Athena - Avanzar Asset Purchase Agreement
LIST OF CONTRACTS AND OTHER DATA. Schedule 2.14 sets forth the following information with respect to all of the properties and assets of each of the HGA Affiliates relating to the Facilities (indicating in each case, where appropriate, where consent by a third party is required for the transfer to the applicable Buyer):
LIST OF CONTRACTS AND OTHER DATA. The Disclosure Schedule sets forth a listing of all contracts (including licenses, leases, indentures, guaranty and indemnification agreements, loan agreements, sales agency, broker and dealer agreements, noncompete, employment and consulting agreements) to which the Company is a party, except (i) open purchase orders entered into in the ordinary course of business, (ii) cooperative advertising contracts entered into in the ordinary course of business, (iii) any contract (other than a noncompetition agreement) which involves an aggregate expenditure after the date of this Agreement of less than Fifty Thousand Dollars ($50,000), and (iv) any contract that may be terminated by the Company on no more than ninety (90) days notice without penalty (collectively, the "Material Contracts"). The Disclosure Schedule also sets forth a listing of the Company's largest ten (10) suppliers during its fiscal year ended May 25, 1997.
LIST OF CONTRACTS AND OTHER DATA. All material agreements relating exclusively to the Purchased Assets and Assumed Liabilities are included in the Assigned Contracts, and true and complete copies of all Assigned Contracts have been provided or made available to Buyer and its counsel. To the knowledge of Seller, (i) no party to any of the Assigned Contracts is in breach or default, and (ii) no event has occurred which, with notice or lapse of time, would constitute a breach or default or permit termination or modification thereof.
LIST OF CONTRACTS AND OTHER DATA. Schedule 3.22 lists all agreements, contracts and commitments to which the Company is a party or by which its assets or business may be bound or affected, presently outstanding (each a “Contract of the Company”). Each of the Contracts of the Company is in full force and effect, and neither the Company nor, to the Knowledge of the Company, any party to such Contract of the Company is in violation of or in default in the performance, observance or fulfillment of any obligation, agreement, covenant or condition contained therein. The Company has not received any notice from any party to any Contract of the Company that such party intends not to perform, observe or fulfill any its obligations, agreements, covenants or conditions under such Contract of the Company and, to the Knowledge of the Company and Seller, the Company has no reason to believe that such party will be unable to perform, observe or fulfill any its obligations, agreements, covenants or conditions under such Contract of the Company.
