Common use of Corporation Agreements Clause in Contracts

Corporation Agreements. Seller has made available to Purchaser copies of all its agreements, contracts, licenses or leases, including all amendments or supplements thereto, to which Seller is a party, other than contracts or commitments entered into in the ordinary course of business and consistent with past practices (a) having a term of less than 12 months and involving a total expenditure of less than $50,000 individually and $200,000 in the aggregate, or (b) requiring the performance of services having a cost of less than $50,000 individually and $200,000 in the aggregate (collectively, the "Corporation Agreements"). A list of the Corporation Agreements is set forth on Schedule 2.7. All of the Corporation Agreements are valid, binding and enforceable against Seller. Except as shown on Schedule 2.7, to Seller's knowledge, Seller and the other parties to the Corporation Agreements have, in all material respects, performed their respective obligations under the Corporation Agreements. The consummation of the transactions provided for in this Agreement will not result in an impairment or termination of any of Seller's rights under any Corporation Agreement and does not require the consent of or notice to any party other than Seller, except as set forth on Schedule 2.7.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Modern Technology Corp), Asset Purchase Agreement (Modern Technology Corp), Asset Purchase Agreement (Ipvoice Communications Inc)

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Corporation Agreements. Seller has made available to Purchaser copies of all its agreements, contracts, licenses or leases, including all amendments or supplements thereto, to which Seller is a party, or ownership status in other corporate entities that would have, either direct or indirect conflict with purchaser, other than contracts or commitments entered into in the ordinary course of business and consistent with past practices (a) having a term of less than 12 months and involving a total expenditure of less than $50,000 individually and $200,000 in the aggregate, or (b) requiring the performance of services having a cost of less than $50,000 individually and $200,000 in the aggregate (collectively, the "Corporation Agreements"). A list of the Corporation Agreements is set forth on Schedule 2.7. All of the Corporation Agreements are valid, binding and enforceable against Seller. Except as shown on Schedule 2.7, to Seller's knowledge, Seller and the other parties to the Corporation Agreements have, in all material respects, performed their respective obligations under the Corporation Agreements. The consummation of the transactions provided for in this Agreement will not result in an impairment or termination of any of Seller's rights under any Corporation Agreement and does not require the consent of or notice to any party other than Seller, except as set forth on Schedule 2.7.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ipvoice Communications Inc)

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