Seller Agreements. Each Seller Agreement that is material to the consolidated business and operations of Seller and its Subsidiaries as currently conducted or that is listed on Schedule 3.11 (collectively, the "Material Seller Agreements") is a valid, binding, and enforceable obligation of Seller or the Subsidiary of Seller that is a party thereto, except where the failure to be valid, binding, and enforceable would not have a Material Adverse Effect on Seller and its Subsidiaries taken as a whole, and there are no defaults thereunder on the part of Seller or its Subsidiary (which is a party thereto, as the case may be), or, to the knowledge of Seller, on the part of the other party thereto), except those defaults that would not have a Material Adverse Effect on Seller and its Subsidiaries taken as a whole. Except as disclosed in Schedule 3.11, neither Seller nor any of its Subsidiaries is a party to any technology license agreement or sales agency or distributorship agreement that limits in any material manner the ability of Seller or any of its Subsidiaries to compete in or conduct any significant line of business or compete with any Person or in any geographic area or during any period of time exceeding one year from the date of the Merger Agreement.
Seller Agreements. Seller agrees that it shall promptly deliver notices to the extent permitted by the Seller Agreements and take all other action required under the Seller Agreements in order to consummate the sale of the Shares to the Purchaser and to use reasonable best efforts to obtain a waiver or an exercise of the other parties' rights of first refusal under the Seller Agreements on or prior to the Closing Date.
Seller Agreements. (a) Subject to the terms of the Servicing Agreement, the Seller authorizes the Purchaser to take any and all steps in the Seller's name and on behalf of the Seller that are necessary or desirable, in the reasonable determination of the Purchaser, to collect amounts due under the Sold Receivables, including, without limitation, endorsing the Seller's name on checks and other instruments representing Collections of Sold Receivables and enforcing the Sold Receivables and the Related Security.
Seller Agreements. 15 3.12. Taxes . . . . . . . . . . . . . . . . . . 16 3.13.
Seller Agreements. On or prior to the Closing each Seller Entity shall execute and deliver a Seller Agreement.
Seller Agreements. The Seller Disclosure Schedule sets forth a list of certain material contracts, agreements and other commitments into which Seller has entered into (the "Seller Agreements"). All of the Seller Agreements are in full force and effect and there has not occurred, with respect to any Seller Agreement, any default or event of default, or event which, with or without the giving of notice or lapse of time or both, would constitute a default or event of default on the part of Seller or, to the best of Seller's knowledge, any other party thereto. Upon assumption by and assignment to Purchaser pursuant to this Agreement, Seller Agreements will be valid, binding and in full force and effect. Seller has delivered to Purchaser complete and correct copies of all Seller Agreements, together with all amendments thereto.
Seller Agreements. The Sellers shall have executed and ----------------- delivered to Purchaser, simultaneous with the execution of this Agreement, an agreement substantially in the form of Exhibit "B" hereto. Each of the Sellers shall have executed and delivered to Purchaser an agreement substantially in the form of Exhibit "C" hereto.
Seller Agreements. Sellers shall have executed the non-disclosure, non-solicitation and non-competition agreement substantially in the form attached hereto as Exhibit 6.2(d) (the “Seller Non-Compete Agreement”);
Seller Agreements. Any agreement entered into by Seller with the Navajo Tribe, the Ute Mountain Ute Tribe, or the Federal government.
Seller Agreements. Section 2.12(a) Final Effective Date Balance Sheet - Section Seller Stock Agreements - Section 2.5(d) 1.4(b)(iv)(C) Financial Statements - Section 2.6
