Material Commitments. (a) From the date hereof to the Closing Time, Vendor shall not, without Purchaser's prior written consent:
Material Commitments. Except as described in Schedule 4.16 hereto, (A) neither the Borrower nor any Subsidiary has any material leases, contracts or commitments of any kind (including, without limitation, employment agreements; collective bargaining agreements; powers of attorney; distribution arrangements; patent license agreements; contracts for future purchase or delivery of goods or rendering of services; bonuses, pension and retirement plans; or accrued vacation pay, insurance and welfare agreements) requiring aggregate expenditure by the Borrower in excess of $500,000 per year; (B) to the best of the Borrower's knowledge, all parties to all such material leases, contracts, and other commitments to which the Borrower or any Subsidiary is a party have materially complied with the provisions of such leases, contracts, and other commitments; and (C) to the best of the Borrower's knowledge, no party is in material default under any thereof and no event has occurred that but for the giving of notice or the passage of time, or both, would constitute a material default.
Material Commitments. Until Closing, the Vendor shall not, without the prior written consent of the Purchaser: surrender or abandon any of the Assets;
Material Commitments. Except as described in Schedule 4.16 hereto, (a) neither the Borrower nor any Subsidiary has any material leases (other than oil and gas leases), contracts or commitments of any kind (including, without limitation, employment agreements; collective bargaining agreements; powers of attorney; distribution arrangements; patent license agreements; contracts for future purchase or delivery of goods or rendering of services; bonuses, pension and retirement plans; or accrued vacation pay, insurance and welfare agreements); (b) to the best of the Borrower's knowledge, all parties to all such material leases, contracts, and other commitments to which the Borrower or any Subsidiary is a party have complied with the provisions of such leases, contracts, and other commitments; and (c) to the best of the Borrower's knowledge, no party is in default under any thereof and no event has occurred that but for the giving of notice or the passage of time, or both, would constitute a default;
Material Commitments. Unless agreed otherwise in writing by the parties, GE Healthcare shall not be responsible or in any way liable to Biochrom or any third party with respect to any material commitments or production arrangements in excess of the amounts or in advance of the times necessary to meet GE Healthcare’s delivery schedule as set forth in its applicable Purchase Order.
Material Commitments. 18 10.19 Warranties, Service Commitments, and Maintenance Agreements......18 10.20 Permits and Licenses; Compliance with Laws ......................19 10.21
Material Commitments. As used in this Section 2.30, the term "Material Commitments" means each Contract of Mnemonic which obligates Mnemonic to sell, license, distribute, deliver or provide products or services (including, without limitation, consulting services) for a consideration in excess of $100,000 and over a period of more than one (1) month. Schedule 2.30, Project List, sets forth a "Project List" with respect to each Material Commitment. The Project List sets forth Mnemonic's production schedule or performance schedule, and budget, with regard to each Material Commitment. Except as described in the Project List, the performance of Mnemonic or any other party involved with each Material Commitment is on schedule and within budget, and no practical or technological problems have been encountered that might reasonably be expected to impede completion or materially increase the cost of Mnemonic's performance with a corresponding detriment to profit. Each Material Commitment was made on a basis calculated to produce a profit under the circumstances prevailing when it was made, and Mnemonic is not aware of any circumstances that might reasonably be expected to prevent the realization of a profit. Except as set forth on the Project List, to the Seller's knowledge, no Material Commitment involves the development of any product or technology that would infringe on the proprietary rights of any other party. Mnemonic is not bound by any Material Commitments for the performance of services or delivery of products in excess of its current ability to provide such services or deliver such products during the time available to satisfy such commitments; and all outstanding Material Commitments for the performance or delivery of products were made on a basis calculated to produce a profit under the circumstances prevailing when such commitments were made. Copies of outstanding commitments have been previously made available to Xxxxxxx and in all material respects contain the complete and correct terms and conditions of same.
Material Commitments. During the Pre-Closing Date Period, the Purchaser will consult on an ongoing basis with the Vendor in order that the representatives of the Purchaser will become more familiar with the management, staff, philosophy and techniques of the Corporations, as well as with their business and financial affairs and in order to provide experience as a basis for ongoing relationships in connection with the acquisition of the Corporations as of the Closing Date. These consultations will include any commitments, arrangements or transactions proposed to be entered into that could reasonably be expected to give rise to a material liability or commitment of any kind and will allow sufficient time for the Purchaser to give reasonable consideration to the same. The Vendor and the Purchaser will develop procedures such that these consultations will be carried out quickly and effectively without detracting from the ability of the Corporations to arrive at decisions in a timely manner and manage their businesses in the ordinary course. In addition, the Vendor shall provide to the Purchaser copies of any interim financial statements, including monthly financial results with cash flow analysis, (and any management reviewed drafts thereof) of either Corporation which may be prepared from time to time during the Pre-Closing Date Period.
Material Commitments. Save for the borrowings to be secured to part finance the Proposed Acquisitions, as at the LPD, the Board, after making all reasonable enquiries, is not aware of any material commitments incurred or known to be incurred by XXX XXXX, that is likely to have an impact on the Fund’s net property income or NAV upon becoming enforceable.
Material Commitments. The District’s material commitments include:
