Contracts and Documents Sample Clauses

Contracts and Documents. The Company shall have delivered to the Purchaser the contracts, agreements, purchase orders and other documents evidencing the ownership and rights to the Assets described in Exhibit A attached herein.

Contracts and Documents. Seller shall not, without Buyer’s approval, (a) amend or waive any right under any Preliminary Document or Additional Document, or (b) enter into any material agreement of any type affecting the Property that would survive the Closing Date.

Contracts and Documents. Seller shall not, without Xxxxx’s approval, not to be unreasonably withheld or delayed enter into any material agreement of any type affecting the Property that would be binding upon Buyer and survive the Closing Date.

Contracts and Documents. Any reference in this Agreement to a law, a regulation, a contract or a document shall be a reference to such law, regulation, contract or document as amended from time to time (and including after the date of this Agreement), unless the contrary is expressly indicated or anyway required by the context. Definitions: In this Agreement, the following capitalised terms shall have the following meanings:

Contracts and Documents. Seller shall not enter into or modify any agreement of any type affecting the operation or use of any portion of the Property that would survive the Closing Date as an obligation of Buyer or as an encumbrance on any portion of the Property.

Contracts and Documents. The approval of each Founder shall be required for the following matters: (1) any amendments or changes to any provision of the Articles, or other constating documents of the Corporation; (2) any sale or issuance of any equity or debt security or warrant, option or other right to purchase any equity or debt security; (3) any repurchase or redemption of any equity securities of the Corporation or the issuance of equity securities with such rights of repurchase or redemption; (4) any related party transaction by the Corporation (other than ordinary arm’s-length transactions for less than one-hundred thousand ($100,000.00) Dollars); (5) any loans or advances to an arm’s length party in an amount in excess of fifty thousand ($50,000.00) Dollars, whether directly or indirectly, or provide any guarantee, indemnity or security for or in connection with any indebtedness of liabilities for any arm’s length party in excess of fifty thousand ($50,000.00) Dollars; (6) any borrowing, loan or advance, outside of the ordinary course of business; (7) any liens or Encumbrances over any assets of the Corporation, outside of the ordinary course of business; (8) any declaration or payment of any dividend on the equity securities of the Corporation; (9) any share split, share consolidation, reclassification, or other forms of restructuring of capital of the Corporation; (10) any change to the number of Directors; (11) any consummation, or agreement to consummate any Insolvency Event or establish any subsidiary of the Corporation or pass any resolution that causes a reduction of share capital, dissolution or liquidation of the Corporation; or (12) any engagement in any business materially different from the Business as currently conducted or ceasing any material business undertaking of the Corporation.

Contracts and Documents. For purposes of this Agreement, “Contracts” means all agreements, contracts and commitments relating to the Business to which Seller is a party or by which any of the Acquired Assets is bound. Schedule 4.14 sets forth a complete list of all Contracts relating to the Business, whether oral or written, to which Seller is a party. Each contract is a valid and binding agreement of Seller entered into in the ordinary course of business, enforceable in accordance with its respective terms, subject to bankruptcy, insolvency moratorium, reorganization, fraudulent transfer and similar laws of general applicability affecting the rights and remedies of creditors and to general principles of equity regardless of whether enforcement is sought in proceedings in equity or at law, and in full force and effect. Seller is not in default under any such Contracts and, to the best of Seller’s knowledge, there have not been asserted, either by or against Seller under any of such Contracts, any notice of default, set-off or claim of default. Schedule 4.14 shall be updated as of the Closing, but any matters that would be changed or added thereto shall first be discussed with Purchaser and shall be subject to Purchaser’s consent, not to be unreasonably withheld or delayed.

Contracts and Documents. All contracts, instruments, and documents ----------------------- requiring the signature of the Company shall be executed solely by the Managing Member in the name of the Company only. The Managing Member may, by appropriate resolution of its board of directors, designate and authorize one or more specified directors, officers or employees of the Managing Member or the Company to execute documents on its behalf in its capacity as the Managing Member. Any document executed in the manner set forth in this Section 5.10, as to persons ------------ dealing with the Company, shall be conclusively deemed to be binding upon the Company. The Members acknowledge and agree that any person doing business with the Company may rely solely on the authority of the Managing Member, and that no consent of any other Members will be required to effect any transaction by the Company within the scope of the Managing Member's authority as provided in this Agreement.

Contracts and Documents diligently pursue any remedies available to it for any breach of, or in respect of any claim in relation to, any UK Contract or Document;

Contracts and Documents. Seller shall not, without prior notice to Buyer (a) amend or waive any right under any Service Contract, Preliminary Document or Additional Document, or (b) enter into any agreement of any type affecting the Property that would survive the Closing Date. Buyer shall have five business days to object to or approve any proposed action or agreement by Seller described in this Section 7.2 and Buyer shall be deemed to have approved unless Buyer gives disapproval notice within such five-day period.