Common use of Contracts, Leases, Etc Clause in Contracts

Contracts, Leases, Etc. (a) The Seller has provided or has caused the Company to provide copies of all Contracts to which the Company is a party, or by which any of its property or assets are bound, that fall into one or more of the following categories (each, a “Material Contract”): (i) Contracts with any current or former shareholder, director, manager or officer of the Company or any of its Affiliates; (ii) Contracts for the sale of any of the assets of the Company other than in the ordinary course of business; (iii) Joint venture agreements; (iv) Contracts containing covenants of the Company not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company in any line of business or in any geographical area; (v) Contracts relating to the acquisition by the Company of any operating business or the capital stock of any other Person; (vi) Contracts relating to the borrowing of money; (vii) Any lease of real estate; or (viii) Any other Contracts, other than leases of real property and proposals or purchase orders entered into with customers in the ordinary course of business, which involve the receipt or expenditure of more than $50,000 in the aggregate or require performance by any party more than two years from the date hereof. (b) Each of such Material Contracts is true, complete and correct in all material respects. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding, enforceable and in full force and effect; (ii) subject to obtaining any third party consents required under such Material Contract in connection with a transfer of the Acquired Interests, the Material Contract will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the consummation of the transactions contemplated by this Agreement; and (iii) no party is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default, or permit termination, modification or acceleration, under the Contract. Neither the Company nor the Purchaser will be subject to any penalty or liquidated damages by reason of the sale of Acquired Interests contemplated by this Agreement.

Contracts, Leases, Etc. (a) The Seller has provided or has caused the Company to provide copies Set forth in Schedule 4.15 is a true and complete list (organized by subclause) of all Contracts to which the Company is a party, or by which any of its property or assets are bound, that fall into one or more of the following categories (each, a “Material Contract”): (i) Contracts with any current or former shareholder, director, manager or officer of the Company or any of its Affiliates; (ii) Contracts pursuant to which the Company is required to purchase or sell a stated portion of its requirements or output from or to another Person; (iii) Contracts for the sale of any of the assets of the Company other than in the ordinary course of business; (iiiiv) Joint venture agreements; (ivv) Contracts containing covenants of the Company not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company in any line of business or in any geographical area; (vvi) Contracts relating to the acquisition by the Company of any operating business or the capital stock of any other Person;; ​ ​ ​ ​ ​ (vivii) Contracts relating to the borrowing of money; (viiviii) Any lease of real estate; or (viiiix) Any other Contracts, other than leases of real property and proposals or purchase orders entered into with customers in the ordinary course of businessproperty, which involve the receipt or expenditure of more than $50,000 25,000 in the aggregate or require performance by any party more than two years one year from the date hereof. (b) Each The Company has delivered copies of all Material Contracts to the Purchaser and each of such Material Contracts is true, complete and correct in all material respects. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding, enforceable and in full force and effect; (ii) subject to obtaining any landlord or other third party consents required under such Material Contract in connection with a transfer of the Acquired InterestsStock as described in Schedule 4.15, the Material Contract will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the consummation of the transactions contemplated by this Agreement; and (iii) to the Company’s Knowledge, no party is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default, or permit termination, modification or acceleration, under the Contract. Neither the Company nor the Purchaser will be subject to any penalty or liquidated damages by reason of the sale of Acquired Interests Stock contemplated by this Agreement.

Contracts, Leases, Etc. ​ (a) The Seller has provided or has caused the Company to provide copies Set forth in Schedule 4.15 is a true and complete list (organized by subclause) of all Contracts to which the Company is a party, or by which any of its property or assets are bound, that fall into one or more of the following categories (each, a “Material Contract”):): ​ (i) Contracts with any current or former shareholder, director, manager or officer of the Company or any of its Affiliates; ​ ​ ​ ​ (ii) Contracts pursuant to which the Company is required to purchase or sell a stated portion of its requirements or output from or to another Person; (iiiii) Contracts for the sale of any of the assets of the Company other than in the ordinary course of business;; ​ (iiiiv) Joint venture agreements;; ​ (ivv) Contracts containing covenants of the Company not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company in any line of business or in any geographical area;; ​ (vvi) Contracts relating to the acquisition by the Company of any operating business or the capital stock of any other Person;; ​ (vivii) Contracts relating to the borrowing of money;; ​ (viiviii) Any lease of real estate; oror ​ (viiiix) Any other Contracts, other than leases of real property and proposals or purchase orders entered into with customers in the ordinary course of businessproperty, which involve the receipt or expenditure of more than $50,000 5,000 in the aggregate or require performance by any party more than two years one year from the date hereof.. ​ (b) Each The Company has delivered copies of all Material Contracts to the Purchaser and each of such Material Contracts is true, complete and correct in all material respects. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding, enforceable and in full force and effect; (ii) subject to obtaining any landlord or other third party consents required under such Material Contract in connection with a transfer of the Acquired InterestsStock as described in Schedule 4.15, the Material Contract will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the consummation of the transactions contemplated by this Agreement; and (iii) to the Company’s Knowledge, no party is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default, or permit termination, modification or acceleration, under the Contract. Neither the Company nor the Purchaser will be subject to any penalty or liquidated damages by reason of the sale the,of Acquired Interests contemplated by this Agreement.. ​ ​ ​

Contracts, Leases, Etc. ​ (a) The Seller has provided or has caused the Company to provide copies Set forth in Schedule 4.15 is a true and complete list (organized by subclause) of all Contracts to which the either Company is a party, or by which any of its property or assets are bound, that fall into one or more of the following categories (each, a “Material Contract”):): ​ (i) Contracts with any current or former shareholder, director, manager manager, member or officer of the either Company or any of its Affiliates; ​ (ii) Contracts pursuant to which either Company is required to purchase or sell a stated portion of its requirements or output from or to another Person; (iiiii) Contracts for the sale of any of the assets of the either Company other than in the ordinary course of business; (iiiiv) Joint venture agreements;; ​ (ivv) Contracts containing covenants of the either Company not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the either Company in any line of business or in any geographical area;; ​ (vvi) Contracts relating to the acquisition by the either Company of any operating business or the capital stock of any other Person;; ​ (vivii) Contracts relating to the borrowing of money;; ​ (viiviii) Any lease of real estate; oror ​ (viiiix) Any other Contracts, other than leases of real property and proposals or purchase orders entered into with customers in the ordinary course of businessproperty, which involve the receipt or expenditure of more than $50,000 5,000 in the ​ ​ ​ ​ aggregate or require performance by any party more than two years one year from the date hereof.. ​ (b) Each The Companies have delivered copies of all Material Contracts to the Purchaser and each of such Material Contracts is true, complete and correct in all material respects. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding, enforceable and in full force and effect; (ii) subject to obtaining any landlord or other third party consents required under such Material Contract in connection with a transfer of the Acquired Interestsequity securities as described in Schedule 4.15, the Material Contract will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the consummation of the transactions contemplated by this Agreement; and (iii) to the Companies’ Knowledge, no party is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default, or permit termination, modification or acceleration, under the Contract. Neither the Company nor the Purchaser will be subject to any penalty or liquidated damages by reason of the sale of Acquired Interests Equity contemplated by this Agreement.. ​

Contracts, Leases, Etc. (a) The Seller has provided or has caused the Company to provide copies Set forth in Schedule 4.15 is a true and complete list (organized by subclause) of all Contracts to which the Company is a party, or by which any of its property or assets are bound, that fall into one or more of the following categories (each, a “Material Contract”): (i) Contracts with any current or former shareholder, director, manager or officer of the Company or any of its Affiliates; ​ ​ ​ (ii) Contracts pursuant to which the Company is required to purchase or sell a stated portion of its requirements or output from or to another Person; (iiiii) Contracts for the sale of any of the assets of the Company other than in the ordinary course of business; (iiiiv) Joint venture agreements; (ivv) Contracts containing covenants of the Company not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company in any line of business or in any geographical area; (vvi) Contracts relating to the acquisition by the Company of any operating business or the capital stock of any other Person; (vivii) Contracts relating to the borrowing of money; (viiviii) Any lease of real estate; or (viiiix) Any other Contracts, other than leases of real property and proposals or purchase orders entered into with customers in the ordinary course of businessproperty, which involve the receipt or expenditure of more than $50,000 5,000 in the aggregate or require performance by any party more than two years one year from the date hereof. (b) Each The Company has delivered copies of all Material Contracts to the Purchaser and each of such Material Contracts is true, complete and correct in all material respects. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding, enforceable and in full force and effect; (ii) subject to obtaining any landlord or other third party consents required under such Material Contract in connection with a transfer of the Acquired InterestsInterests as described in Schedule 4.15, the Material Contract will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the consummation of the transactions contemplated by this Agreement; and (iii) to the Sellers’ Knowledge, no party is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default, or permit termination, modification or acceleration, under the Contract. Neither the Company nor the Purchaser will be subject to any penalty or liquidated damages by reason of the sale of Acquired Interests contemplated by this Agreement.