Compliance with Contracts; Delivery of Certain Contracts Sample Clauses

Compliance with Contracts; Delivery of Certain Contracts. Neither Company nor any of its Subsidiaries is in default under any Material Company Contract, including, without limitation, those Material Company Contracts described in Section 3.12(a) of the Company Disclosure Schedule, and no act or omission by Company or its Subsidiaries has occurred which, with notice or lapse of time or both, would constitute a default under any term or provision of any such Material Company Contract, except in each case for those defaults that, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Company. Each of the Material Company Contracts is valid and binding on Company or its Subsidiaries and, to Company’s knowledge, on each other party thereto, and is in full force and effect. To the knowledge of Company, (a) no other party to a Material Company Contract with any of Company or its Subsidiaries is in default under any such Material Company Contract, and (b) no act or omission has occurred by any party, which, with notice or lapse of time or both, would constitute a default under any term or provision thereof.
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Compliance with Contracts; Delivery of Certain Contracts. CLCK Group is not in default under any Contract, including, without limitation, those listed in Schedules 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings, except for those which would not have a Material Adverse Effect, and no act or omission by CLCK Group has occurred which, with notice or lapse of time or both, would constitute such a default under any term or provision of any such Contract. Each of the agreements referred to in Schedules 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings is valid and in full force and effect. To the knowledge of the CLCK, no party is in default under any agreement referred to in Sections 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings, and, no act or omission has occurred by any party which, with notice or lapse of time or both, would constitute such a default under any term or provision thereof.
Compliance with Contracts; Delivery of Certain Contracts. ARR is not in default under any material Contract, commitment, obligation or agreement, including, without limitation, those listed in Schedules 1.13, 1.16 and 1.30 hereto, except for those which would not have a Material Adverse Effect, and no act or omission by ARR has occurred which, with notice or lapse of time or both, would constitute such a default under any term or provision of any such Contract or agreement. Each of the agreements referred to in Schedules 1.13, 1.16 and 1.30 hereto is valid and in full force and effect. To the knowledge of the ARR Parties, no party is in default under any agreement referred to in Schedules 1.13, 1.16 and 1.30 hereto, and, no act or omission has occurred by any party which, with notice or lapse of time or both, would constitute such a default under any term or provision thereof. ARR previously delivered to KAK a true and correct copy of each Contract listed on Schedules 1.13, 1.16 and 1.30 hereto, including all amendments and modifications thereof.
Compliance with Contracts; Delivery of Certain Contracts. KAK is not in default under any material Contract, commitment, obligation or agreement, including, without limitation, those listed in Schedules 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings, except for those which would not have a Material Adverse Effect, and no act or omission by KAK has occurred which, with notice or lapse of time or both, would constitute such a default under any term or provision of any such Contract or agreement. Each of the agreements referred to in Schedules 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings is valid and in full force and effect. To the knowledge of the KAK, no party is in default under any agreement referred to in Sections 2.13, 2.16 and 2.30 hereto or as described in the Commission Filings, and, no act or omission has occurred by any party which, with notice or lapse of time or both, would constitute such a default under any term or provision thereof.
Compliance with Contracts; Delivery of Certain Contracts. Neither Buyer nor any of its Subsidiaries is in default under any Material Buyer Contract, including, without limitation, those Material Buyer Contracts described in Section 4.12 of the Buyer Disclosure Schedule, except for those which, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Buyer, and no act or omission by any of Buyer or its Subsidiaries has occurred which, with notice or lapse of time or both, would constitute such a default under any term or provision of any such Material Buyer Contract. Each of the Material Buyer Contracts is valid and in full force and effect. To the knowledge of Buyer, no other party to a Material Buyer Contract with any of Buyer or its Subsidiaries is in default under any such Material Buyer Contract, and, no act or omission has occurred by any party, which, with notice or lapse of time or both, would constitute such a default under any term or provision thereof.
Compliance with Contracts; Delivery of Certain Contracts. Except as disclosed on Schedule 6.11, each of Sellers is not in default under any material contract, commitment, obligation or agreement with respect to the Transferred Assets and Assumed Liabilities, including, without limitation, those listed in Schedules 6.9 and 6.10 hereto, except for those which would not have a Material Adverse Effect, and no act or omission by Sellers has occurred which, with notice or lapse of time or both, would constitute such a default under any term or provision of any such contract or agreement. Except as disclosed on Schedule 6.11, each of the agreements referred to in Schedules 6.9 and 6.10 hereto is valid and in full force and effect. Except as disclosed on Schedule 6.11, to the best knowledge of Sellers, no party is in default under any agreement referred to in Schedules 6.9 and 6.10 hereto with respect to the Transferred Assets and Assumed Liabilities, and to the best knowledge of Sellers, no act or omission has occurred by any party which, with notice or lapse of time or both, would constitute such a default under any term or provision thereof. Each of Sellers has previously delivered to Purchaser a true and correct copy of each agreement, contract, commitment or restriction listed on Schedules 6.9 and 6.10 hereto, including all amendments and modifications thereof.

Related to Compliance with Contracts; Delivery of Certain Contracts

  • Compliance with Contracts The Credit Parties are in compliance with, and have at all times complied with, each of the contractual obligations (including those under each Material Contract) owing by each of them to its customers, suppliers and other Persons. No contract or other Instrument to which a Credit Party is a party is in default nor has any counterparty thereto claimed or asserted a default or breach thereof.

  • Termination of Certain Contracts Purchaser shall have received evidence reasonably acceptable to Purchaser that the Contracts set forth on Schedule 10.3(e)(ix) involving any of the Target Companies and/or Sellers or other Related Persons shall have been terminated with no further obligation or Liability of the Target Companies thereunder.

  • Compliance with certain undertakings At the date of this Agreement, the Borrower is in compliance with Clauses 11.2, 11.4, 11.9 and 11.13.

  • Certain Contracts Subject to compliance with the provisions of the 1940 Act, but notwithstanding any limitations of present and future law or custom in regard to delegation of powers by trustees generally, the Trustees may, at any time and from time to time and without limiting the generality of their powers and authority otherwise set forth herein, enter into one or more contracts with any one or more corporations, trusts, associations, partnerships, limited partnerships, other type of organizations, or individuals to provide for the performance and assumption of some or all of the following services, duties and responsibilities to, for or of the Trust and/or the Trustees, and to provide for the performance and assumption of such other services, duties and responsibilities in addition to those set forth below as the Trustees may determine to be appropriate:

  • Absence of Certain Agreements Neither Parent nor any of its Affiliates has entered into any contract, arrangement or understanding (in each case, whether oral or written), or authorized, committed or agreed to enter into any contract, arrangement or understanding (in each case, whether oral or written), pursuant to which: (a) any stockholder of the Company would be entitled to receive consideration of a different amount or nature than the Merger Consideration or pursuant to which any stockholder of the Company (i) agrees to vote to adopt this Agreement or the Merger or (ii) agrees to vote against any Superior Proposal or (b) any Third Party has agreed to provide, directly or indirectly, equity capital to Parent or the Company to finance in whole or in part the Merger.

  • Compliance with Other Agreements Employee represents and warrants that the execution of this Agreement by him and his performance of his obligations hereunder will not conflict with, result in the breach of any provision of or the termination of or constitute a default under any agreement to which Employee is a party or by which Employee is or may be bound.

  • Delivery of Certain Documents (i) Furnish to each Selling Holder and to any underwriter of such Registrable Securities an opinion of counsel for the Company (which opinion (in form, scope and substance) shall be reasonably satisfactory to the managing underwriters, if any, or, in the case of a non-underwritten offering, to the Selling Holders) addressed to each Selling Holder and any underwriter of such Registrable Securities and dated the date of the closing under the underwriting agreement (if any) (or if such offering is not underwritten, dated the effective date of the applicable registration statement) covering the matters customarily covered in opinions requested in sales of securities or underwritten offerings, (ii) furnish to each Selling Holder and any underwriter of such Registrable Securities a “cold comfort” and “bring-down” letter addressed to each Selling Holder and any underwriter of such Registrable Securities and signed by the independent public accountants who have audited the financial statements of the Company included in such registration statement, in each such case covering substantially the same matters with respect to such registration statement (and the prospectus included therein) as are customarily covered in accountants’ letters delivered to underwriters in underwritten public offerings of securities and such other matters as any Selling Holder may reasonably request and, in the case of such accountants’ letter, with respect to events subsequent to the date of such financial statements and (iii) cause such authorized officers of the Company to execute customary certificates as may be requested by any Selling Holder or any underwriter of such Registrable Securities;

  • Compliance with Contracts and Credit and Collection Policy Such Seller Party will timely and fully (i) perform and comply with all provisions, covenants and other promises required to be observed by it under the Contracts related to the Receivables, and (ii) comply in all respects with the Credit and Collection Policy in regard to each Receivable and the related Contract.

  • Reporting by the Servicer; Delivery of Certain Documentation On the tenth calendar day of each month (or, if the 10th day is not a Business Day, the next succeeding Business Day), the Servicer shall furnish to the Titling Trustee and each Related Beneficiary a Settlement Statement, substantially in the form as set forth in Exhibit A hereto for the immediately preceding Collection Period.

  • Compliance with Obligations Buyer must have performed and complied with all its covenants and obligations required by this Agreement to be performed or complied with at or prior to Closing (singularly and in the aggregate) in all material respects.

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