Common use of Customers; Contracts and Commitments Clause in Contracts

Customers; Contracts and Commitments. (a) Schedule 4.13(a) sets forth the names and addresses of all of the customers of SW and WCF with respect to the Transferred Assets as of the date hereof, and sets forth monthly billing information related to such customers. None of the customers, to the knowledge of the WCA Parties, intends to terminate or change significantly, its relationship as presently existing, and the WCA Parties have received no notice to such effect. (b) Schedule 4.13(b) sets forth a true and complete list of all of the contracts, agreements and other instruments and arrangements (whether written or oral) (i) by which SW or the Ft. Mxxxx Assets are bound or affected or (ii) to which SW or WCF (with respect to the Ft. Mxxxx Assets) is a party (the “Contracts”), including but not limited to: (A) arrangements relating to providing solid waste collection, transportation or disposal services to any person or entity; (B) licenses, permits, insurance policies and other arrangements concerning or relating to real estate; (C) employment, consulting, collective bargaining or other similar arrangements relating to or for the benefit of current, future or former employees, agents, and independent contractors or consultants; (D) agreements and instruments relating to the borrowing of money or obtaining of or extension of credit, (E) brokerage or finder’s agreements; (F) contracts involving a sharing of profits or expenses; (G) acquisition or divestiture agreements; (H) service or operating agreements, manufacturer’s representative agreements or distributorship agreements; (I) arrangements limiting or restraining SW or WCF with respect to the Ft. Mxxxx Assets from engaging or competing in any lines of business or with any person; (J) documents granting a power of attorney; and (K) any other agreements or arrangements that are material to the operation of SW and the Ft. Mxxxx Assets. (c) Except as set forth on Schedule 4.13(c): (i) this Agreement will not give rise to the right of any WCA Party to terminate or modify any contract or agreement, (ii) neither SW nor WCF is a party to any contract, agreement or other instrument or commitment which, singly or in the aggregate, materially and adversely affects such the business, operations, properties, assets or condition (financial or otherwise) of SW or the Ft. Mxxxx Assets; and (iii) neither SW nor WCF is bound by or subject to (and none of their respective assets or properties is bound by or subject to) any arrangement with any labor union.

Appears in 1 contract

Samples: Equity Interest and Asset Purchase and Sale Agreement (Wca Waste Corp)

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Customers; Contracts and Commitments. (a) Schedule 4.13(a3.13(a) sets forth the names and addresses of all of the Company's customers of SW and WCF with respect to the Transferred Assets as of the date hereof, and sets forth monthly billing information related to such customers. None of the customers, to the knowledge of the WCA Seller Parties, intends to terminate or change significantly, its relationship as presently existing, and the WCA Parties have Company has not received no notice to such effect. (b) Schedule 4.13(b3.13(b) sets forth a true and complete list of all of the Company's contracts, agreements and other instruments and arrangements (whether written or oral) (i) by which SW or the Ft. Mxxxx Assets are bound or affected or (ii) to which SW or WCF (with respect to the Ft. Mxxxx Assets) Company is a party or by which the Company is bound (the "Contracts"), including but not limited to: (Ai) arrangements relating to providing solid waste collection, transportation or disposal services to any person or entity; (Bii) licenses, permits, insurance policies and other arrangements concerning or relating to real estate; (Ciii) employment, consulting, collective bargaining or other similar arrangements relating to or for the benefit of current, future or former employees, agents, and independent contractors or consultants; (Div) agreements and instruments relating to the borrowing of money or obtaining of or extension of credit, (Ev) brokerage or finder’s 's agreements; (Fvi) contracts involving a sharing of profits or expenses; (Gvii) acquisition or divestiture agreements; (Hviii) service or operating agreements, manufacturer’s 's representative agreements or distributorship agreements; (Iix) arrangements limiting or restraining SW or WCF any Seller Party with respect to the Ft. Mxxxx Assets Business from engaging or competing in any lines of business or with any person; (Jx) documents granting a power of attorney; and (Kxi) any other agreements or arrangements that are material to the future operation of SW and the Ft. Mxxxx AssetsCompany. (c) Except as set forth on Schedule 4.13(c3.13(c): (i) this Agreement will not give rise to the right of any WCA Party party to terminate or modify any contract or agreement, (ii) neither SW nor WCF the Company is not a party to any contract, agreement or other instrument or commitment which, singly or in the aggregate, aggregate materially and adversely affects such or is likely to materially and adversely affect the Company's business, operations, properties, assets or condition (financial or otherwise) of SW or the Ft. Mxxxx Assets); and (iii) neither SW nor WCF the Company is not bound by or subject to (and none of their respective its assets or properties is bound by or subject to) any arrangement with any labor union.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Wca Waste Corp)

Customers; Contracts and Commitments. (a) Schedule 4.13(a) sets forth the names and addresses of all of the customers of SW and WCF with respect to the Transferred Assets as of the date hereof, and sets forth monthly billing information related to such customers. None of the customers, to the knowledge of the WCA Parties, intends to terminate or change significantly, its relationship as presently existing, and the WCA Parties have received no notice to such effect. (b) Schedule 4.13(b3.13(a) sets forth a true and complete list of all of the Companies' written contracts, written agreements and other written instruments that will be outstanding immediately after the Closing (and arrangements (whether written not discharged or oralotherwise terminated or assumed by Seller as a Seller Assumed Liability at the Closing) (ia) by which SW or the Ft. Mxxxx Assets are any Company is bound or affected or (iib) to which SW or WCF (with respect to the Ft. Mxxxx Assets) any Company is a party or by which any Company is bound (the "Contracts"), including but not limited to: (Ai) arrangements relating to providing solid waste collection, transportation or disposal services to any person or entity; (Bii) licenses, permits, insurance policies and other arrangements concerning or relating to real estate; (Ciii) employment, consulting, collective bargaining or other similar arrangements relating to or for the benefit of current, future or former employees, agents, and independent contractors or consultants; (Div) agreements and instruments relating to the borrowing of money or obtaining of or extension of credit, (Ev) brokerage or finder’s 's agreements; (Fvi) contracts involving a sharing of profits or expenses; (Gvii) acquisition or divestiture agreements; (Hviii) service or operating agreements, manufacturer’s 's representative agreements or distributorship agreements; (Iix) arrangements limiting or restraining SW any Company or WCF with respect to the Ft. Mxxxx Assets Seller from engaging or competing in any lines of business or with any person; (Jx) documents granting a power of attorney; and (Kxi) any other agreements or arrangements that are material to the operation of SW and the Ft. Mxxxx Assetssuch Company's business, as presently constituted. (cb) Except as set forth on Schedule 4.13(c3.13(b): (i) this Agreement will not give rise to the right of any WCA Party party to terminate or modify any contract or agreement, and (ii) neither SW nor WCF is a party to any contract, agreement or other instrument or commitment which, singly or in none of the aggregate, materially and adversely affects such the business, operations, properties, assets or condition (financial or otherwise) of SW or the Ft. Mxxxx Assets; and (iii) neither SW nor WCF Companies is bound by or subject to (and none of their respective no assets or properties is of any Company are bound by or subject to) any arrangement with any labor union. (c) Except as set forth on Schedule 3.13(c), none of the Companies is a party to any oral agreement that will be binding at or after the Closing.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Wca Waste Corp)

Customers; Contracts and Commitments. (a) Schedule 4.13(a3.13(a) sets forth the names and addresses of all of the Business’ customers of SW and WCF with respect to the Transferred Assets as of the date hereof, and sets forth monthly billing information related to such customers. None of the customers, to the knowledge of the WCA PartiesSellers, intends to terminate or change significantly, its relationship as presently existing, and the WCA Parties Sellers have received no notice to such effect. (b) Schedule 4.13(b3.13(b) sets forth a true and complete list of all of the Business’ contracts, agreements and other instruments and arrangements (whether written or oral) (ia) by which SW or the Ft. Mxxxx Assets are any Company is bound or affected or (iib) to which SW or WCF (with respect to the Ft. Mxxxx Assets) any Company is a party or by which any Company is bound (the “Contracts”), including but not limited to: (Ai) arrangements relating to providing solid waste collection, transportation or disposal services to any person or entity; (Bii) licenses, permits, insurance policies and other arrangements concerning or relating to real estate; (Ciii) employment, consulting, collective bargaining or other similar arrangements relating to or for the benefit of current, future or former employees, agents, and independent contractors or consultants; (Div) agreements and instruments relating to the borrowing of money or obtaining of or extension of credit, (Ev) brokerage or finder’s agreements; (Fvi) contracts involving a sharing of profits or expenses; (Gvii) acquisition or divestiture agreements; (Hviii) service or operating agreements, manufacturer’s representative agreements or distributorship agreements; (Iix) arrangements limiting or restraining SW or WCF any Company with respect to the Ft. Mxxxx Assets Business from engaging or competing in any lines of business or with any person; (Jx) documents granting a power of attorney; and (Kxi) any other agreements or arrangements that are material to the operation of SW and the Ft. Mxxxx AssetsBusiness. (c) Except as set forth on Schedule 4.13(c3.13(c): (i) this Agreement will not give rise to the right of any WCA Party to terminate or modify any contract or agreement, (ii) neither SW nor WCF no Company is a party to any contract, agreement or other instrument or commitment which, singly or in the aggregate, materially and adversely affects such the Company’s business, operations, properties, assets or condition (financial or otherwise) of SW or the Ft. Mxxxx Assets); and (iii) neither SW nor WCF no Company is bound by or subject to (and none of their respective assets or properties is bound by or subject to) any arrangement with any labor union.

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Wca Waste Corp)

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Customers; Contracts and Commitments. (a) Schedule 4.13(a3.13(a) sets forth the names and addresses of all of the customers of SW and WCF with respect to the Transferred Assets WSI Companies as of the date hereof, and sets forth monthly billing information related to such customers. None of the customers, to the knowledge of the WCA WSI Parties, intends to terminate or change significantly, its relationship as presently existing, and the WCA WSI Parties have received no notice to such effect. (b) Schedule 4.13(b3.13(b) sets forth a true and complete list of all of the WSI Companies’ contracts, agreements and other instruments and arrangements (whether written or oral) (i) by which SW or the Ft. Mxxxx Assets are any WSI Company is bound or affected or (ii) to which SW or WCF (with respect to the Ft. Mxxxx Assets) any WSI Company is a party (the “Contracts”), including but not limited to: (A) arrangements relating to providing solid waste collection, transportation or disposal services to any person or entity; (B) licenses, permits, insurance policies and other arrangements concerning or relating to real estate; (C) employment, consulting, collective bargaining or other similar arrangements relating to or for the benefit of current, future or former employees, agents, and independent contractors or consultants; (D) agreements and instruments relating to the borrowing of money or obtaining of or extension of credit, (E) brokerage or finder’s agreements; (F) contracts involving a sharing of profits or expenses; (G) acquisition or divestiture agreements; (H) service or operating agreements, manufacturer’s representative agreements or distributorship agreements; (I) arrangements limiting or restraining SW or WCF with respect to the Ft. Mxxxx Assets any WSI Company from engaging or competing in any lines of business or with any person; (J) documents granting a power of attorney; and (K) any other agreements or arrangements that are material to the operation of SW and the Ft. Mxxxx AssetsWSI Companies. (c) Except as set forth on Schedule 4.13(c3.13(c): (i) this Agreement will not give rise to the right of any WCA WSI Party to terminate or modify any contract or agreement, (ii) neither SW nor WCF no WSI Company is a party to any contract, agreement or other instrument or commitment which, singly or in the aggregate, materially and adversely affects such the WSI Company’s business, operations, properties, assets or condition (financial or otherwise) of SW or the Ft. Mxxxx Assets); and (iii) neither SW nor WCF no WSI Company is bound by or subject to (and none of their respective assets or properties is bound by or subject to) any arrangement with any labor union.

Appears in 1 contract

Samples: Equity Interest and Asset Purchase and Sale Agreement (Wca Waste Corp)

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