Contracts, Agreements, Plans and Commitments Sample Clauses

Contracts, Agreements, Plans and Commitments. The Shareholder has set forth in the Shareholder Disclosure Letter a complete list of all written and oral contracts, agreements, plans and commitments (collectively, the "Contracts") to which the Company is a party or by which the Company or any of its assets is bound as of the date hereof, including:
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Contracts, Agreements, Plans and Commitments. Schedule 5.18 hereto sets forth a complete list of the following contracts, agreements, plans and commitments (collectively, the “Contracts”) to which the Company is a party or by which the Company or any of its assets is bound as of the date hereof:
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Contracts, Agreements, Plans and Commitments. (a) Schedule 5.15(a) sets forth a complete list of all Contracts that are material to the ownership or operation of the Acquired Company and the Acquired XXXXx in effect as of the Closing (other than any Contracts that the Operator, its agents or subcontractors may have entered into on behalf of the Acquired Company of which Seller does not have Knowledge) (collectively, the “Material Contracts”).
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Contracts, Agreements, Plans and Commitments. The Company has not entered into any footage or turn-key contracts that are reasonably expected to result in a loss. Schedule 3.14 hereto sets forth all Material Agreements of the Company (including all amendments, modifications and supplements thereto). Copies of each Material Agreement have been previously provided to Buyer. The Company has complied with the material provisions of all Material Agreements (including without limitation leases and right-of-way grants) and no default or event of default (by the Company or any other person or entity) exists under any of the Material Agreements and the Material Agreements constitute valid and legally binding obligations of the Company and of each other person or entity that is a party thereto enforceable against each party in accordance with their terms. None of the Material Agreements limit the freedom of the Company to compete in any line of business or with any person or in any geographical area. The enforceability of the Material Agreements and the ability of the Company to exercise its rights, privileges and remedies thereunder will not be affected in any manner by the execution, delivery and performance of this Agreement or the consummation of the transactions contemplated herein.
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Contracts, Agreements, Plans and Commitments. Except for (i) the Partnership Agreement, (ii) the Xxxxxx Agreement, (iii) the Peoples Agreement, and (iv) the Sublease Agreement (collectively, the “Contracts”), the Company has no contracts, agreements, plans and commitments to which the Company is a party or by which the Company or any of its assets is bound as of the date hereof. True, correct and complete copies of each such Contract has been delivered to, or made available for inspection by, the Buyer. All such Contracts (i) were duly and validly executed and delivered by the Company and (ii) are valid and in full force and effect. The Company has fulfilled all material obligations required of the Company under each such Contract to have been performed by it prior to the date hereof, including timely paying all interest on its debt as such interest has become due and payable. There are no counterclaims or offsets under any of such Contracts. The consummation of the Merger will vest in the Surviving Company all rights and benefits under the Contracts and the right to operate the Company’s business and assets under the terms of the Contracts and in the manner currently operated and used by the Company. As of the Closing Date, the Company will have terminated and satisfied all of its obligations under each of the Xxxxxx Agreement, the Peoples Agreement and the Sublease Agreement.
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Contracts, Agreements, Plans and Commitments. (a) Schedule 5.18 sets forth a complete list of all material written and oral contracts, agreements, plans and commitments to which the Seller or any Subsidiary is a party or by which the Seller, any Subsidiary or any of the Acquisition Assets are bound, including without limitation the following (collectively, the “Material Agreements”):
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Contracts, Agreements, Plans and Commitments. Schedule 2.15 includes a list of the following contracts, leases, licenses, agreements, plans and commitments to which the Company is a party or by which the Company or any of its material properties is bound (the "Contracts"):
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Contracts, Agreements, Plans and Commitments. (a) Schedule 3.13 lists each of the following written and oral contracts, agreements, plans and commitments to which any Transferred Company is a party or by which any Transferred Company or any Transferred Company’s property is bound as of the date hereof (collectively, the “Material Agreements”):
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Related to Contracts, Agreements, Plans and Commitments

  • Agreements, Contracts and Commitments Neither Company nor any of its subsidiaries is a party to or is bound by:

  • Contracts and Commitments (a) Schedule 2.16 attached hereto contains a true, complete and correct list and description of the following contracts and agreements, whether written or oral (collectively, the "Contracts"):

  • Material Contracts and Commitments Neither the Company, nor, to the best knowledge of the Company, any third party is in default under any material contract, agreement or instrument to which the Company is a party.

  • Contracts and Commitments; No Default (a) Except as set forth in the Company Disclosure Schedule, the Company is not a party to, nor are any of the Assets bound by, any written or oral:

  • Agreements and Commitments Seller has delivered to or made available for inspection by Buyer a list (Schedule 3.19 of the Seller Disclosure Letter) of all commitments, contracts, leases, and agreements, written or oral, which materially affect the Hospital Facilities, the Purchased Assets, or the operation thereof, to which Seller is a party or by which Seller, the Hospital Facilities, the Purchased Assets, or any portion thereof is bound, and which involve future payments, performance of services or delivery of goods to or by Seller in an amount or value in excess of Fifty Thousand Dollars ($50,000) on an annual basis, to the extent such commitments, contracts, leases and agreements are or are proposed to be Contracts to be assigned to be Assumed Contracts, including, without limitation, (a) Physician Employment Agreements, (b) agreements with health maintenance organizations, preferred provider organizations, or other alternative delivery systems, (c) joint venture or partnership agreements, (d) employment contracts or any other contracts, agreements, or commitments to or with individual employees or agents, (e) contracts or commitments materially affecting ownership of, title to, use of or any interest in real estate including any tenant leases, (f) equipment leases, (g) equipment maintenance agreements, (h) agreements with municipalities, (i) collective bargaining agreements or other contracts or commitments to or with any labor unions, labor organizations, or other employee representatives or groups of employees, (j) loan agreements, mortgages, liens, or other security agreements, (k) patent licensing agreements or any other agreements, licenses, or commitments with respect to patents, patent applications, trademarks, trade names, service marks, technical assistance, copyrights, or other like terms affecting the Hospital Facilities or the Purchased Assets, (l) contracts or commitments providing for payments based in any manner on the revenues or profits of the Hospital Facilities or the Purchased Assets, (m) agreements, licenses, or commitments relating to data processing programs, software, or source codes utilized in connection with the Hospital Facilities or the Purchased Assets, (n) contracts or commitments, whether in the ordinary course of business or not, which restrain, in any manner, the operations of the Hospital Facilities (including, but not limited to, noncompetition agreements), and (o) contracts or commitments, whether in the ordinary course of business or not, which involve future payments, performance of services or delivery of goods or material, to or by Seller.

  • Commitments and Contracts (1) The Company has Previously Disclosed or provided to the Investor or its representatives, prior to the date hereof, true, correct, and complete copies of each of the following to which the Company or any Company Subsidiary is a party or subject (whether written or oral, express or implied) (each, a “Company Significant Agreement”):

  • Project Contracts Authority shall upon its election, succeed, without the necessity of any further action by the Concessionaire, to the interests of the Concessionaire under such of the Project Contracts as the Authority may in its discretion deem appropriate, and shall upon such election be liable to the Contractors only for compensation accruing and becoming due and payable to them under the terms of their respective Project Contracts from and after the date the Authority elects to succeed to the interests of the Concessionaire. For the avoidance of doubt, it is hereby agreed, and the Concessionaire hereby acknowledges, that all sums claimed by such Contractors as being due and owing for works and services performed or accruing on account of any act, omission or event prior to such date shall constitute debt between the Concessionaire and such Contractors, and the Authority shall not in any manner be liable for such sums. It is further agreed that in the event the Authority elects to cure any outstanding defaults under such Project Contracts, the amount expended by the Authority for this purpose shall be deducted from the Termination Payment.

  • Certain Contracts and Arrangements Except as set forth in Section 2.9 of the Disclosure Schedule (with true and correct copies delivered to the Investor), the Company is not a party or subject to or bound by:

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