Contracts; Debt Instruments. Except as disclosed in the CGI Reports or in Section 5.11 of the CGI Disclosure Schedule, there is no contract or agreement that is material to the business, financial condition or results of operations of CGI and the CGI Subsidiaries taken as a whole (each, a "CGI Material Contract"). Except as disclosed in the CGI Reports or in Section 5.11 of the CGI Disclosure Schedule, neither CGI nor any CGI Subsidiary is in violation of or in default under (nor does there exist any condition which with the passage of time or the giving of notice could reasonably be expected to cause such a violation of or default under) any loan or credit agreement, note, bond, mortgage, indenture or lease, or any other contract, license, agreement, arrangement or understanding to which it is a party or by which it or any of its properties or assets is bound, except for violations or defaults that could not reasonably be expected to have, individually or in the aggregate, a CGI Material Adverse Effect. Set forth in Section 5.11 of the CGI Disclosure Schedule is a description of any material changes to the amount and terms of the indebtedness of CGI and its subsidiaries as described in the notes to the financial statements incorporated in the CGI 1995 10-K.
Appears in 5 contracts
Samples: Agreement and Plan of Merger and Reorganization (Somatix Therapy Corporation), Merger Agreement (Cell Genesys Inc), Merger Agreement (Somatix Therapy Corporation)
Contracts; Debt Instruments. Except as disclosed in the CGI STC Reports or in Section 5.11 4.11 of the CGI STC Disclosure Schedule, there is no contract or agreement that is material to the business, financial condition or results of operations of CGI STC and the CGI STC Subsidiaries taken as a whole (each, a an "CGI STC Material Contract"). Except as disclosed in the CGI STC Reports or in Section 5.11 4.11 of the CGI STC Disclosure Schedule, neither CGI STC nor any CGI STC Subsidiary is in violation of or in default under (nor does there exist any condition which with the passage of time or the giving of notice could reasonably be expected to cause such a violation of or default under) any loan or credit agreement, note, bond, mortgage, indenture or lease, or any other contract, license, agreement, arrangement or understanding to which it is a party or by which it or any of its properties or assets is bound, except for violations or defaults that could not reasonably be expected to have, individually or in the aggregate, a CGI an STC Material Adverse Effect. Set forth in Section 5.11 4.11 of the CGI STC Disclosure Schedule is a description of any material changes to the amount and terms of the indebtedness of CGI STC and its subsidiaries as described in the notes to the financial statements incorporated in the CGI 1995 STC 1996 10-K.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Cell Genesys Inc), Agreement and Plan of Merger and Reorganization (Cell Genesys Inc), Merger Agreement (Cell Genesys Inc)
