Defaults Under Agreements. The Borrower shall fail to pay any principal of or premium or interest on any agreements, contracts or financial instruments with DBNY or its Affiliates or any other Lender or their respective Affiliates or any other person having an aggregate principal amount of $250,000 or greater, when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) or shall otherwise default in any material respect in its obligations under any such agreements, contracts or financial instruments, and such failure to pay or other material default shall continue after the applicable grace period, if any, specified in the related agreement, contract or financial instrument.
Defaults Under Agreements. Neither BIF nor any BIF Subsidiary is in default or alleged to be in default, under any loan or credit agreement, conditional sales contract or other title retention agreement or security agreement relating to money borrowed by BIF or any BIF Subsidiary, agreements pursuant to which it leases real or personal property or any other instrument or obligation, which would reasonably be expected to have a Material Adverse Effect on BIF. Neither BIF nor any BIF Subsidiary is in default in any material respect and BIF has no knowledge of any material default under such instruments by any other party thereto and has no knowledge of any event which with notice or lapse of time or both would constitute a material default.
Defaults Under Agreements. Neither FDB nor any FDB Subsidiary is in default or alleged to be in default, under any loan or credit agreement, conditional sales contract or other title retention agreement or security agreement relating to money borrowed by FDB or any FDB Subsidiary, agreements pursuant to which it leases real or personal property or any other instrument or obligation, which would reasonably be expected to have a Material Adverse Effect on FDB. Neither FDB nor any FDB Subsidiary is in default in any material respect and FDB has no knowledge of any material default under such instruments by any other party thereto and has no knowledge of any event which with notice or lapse of time or both would constitute a material default.
Defaults Under Agreements. The Borrower shall fail to pay any principal of or premium or interest on any agreements, contracts or financial instruments with DBNY or its Affiliates or any other Lender or their respective Affiliates or any other Person having an aggregate principal amount of $250,000 (or the Dollar Equivalent thereof if denominated in any other currency) or greater, when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) or shall otherwise default in any material respect in its obligations under any such agreements, contracts or financial instruments, and such failure to pay or other material default shall continue after the applicable grace period, if any, specified in the related agreement, contract or financial instrument.
Defaults Under Agreements. (A) On or prior to the Closing Date, the Group Companies are not and will not with the lapse of time become:-
(1) in default under any agreement or covenant to which it is a party or in respect of any other obligations or restrictions binding upon it; and
(2) to the best information and belief of the Existing Shareholders, liable in respect of any breach of representation or warranty given under any agreement to which it is a party.
(B) On or prior to the Closing Date, no threat or claim of default under any agreement, instrument or arrangement to which any member of the Group Companies is a party has been made and is outstanding against it and there is nothing whereby any such agreement, instrument or arrangement may be prematurely terminated or rescinded by any other party or whereby the terms thereof may be materially worsened as against the relevant member of Group Companies.
Defaults Under Agreements. 3.3.1 The Vendor is not nor would it, if the sale of the Business did not take place, with the lapse of time become:
(a) in default under any of the Contracts or in respect of any other obligations or restrictions binding upon it in relation to the Business nor has it waived any rights or privileges under any of the Contracts;
(b) in default under any provisions existing by reason of membership of any association or body relating to the Business;
(c) liable in respect of any representation or warranty (whether express or implied) or matter giving rise to a duty of care on the part of the Vendor relating to the Business.
3.3.2 No threat or claim of default under any of the Contracts or any other agreement, instrument or arrangement to which the Vendor is a party relating to the Business or the Assets has been made and is outstanding against the Vendor and there is nothing whereby any of the Contracts or any other such agreement, instrument or arrangement may be terminated or rescinded by any other party or whereby the terms may be made more onerous as against the Vendor or the Purchaser or whereby the Business or the Assets may be prejudiced as a result of anything done or omitted or permitted to be done by the Vendor.
Defaults Under Agreements. The Company is not, and is not alleged to be, materially in default under, or in breach of any term or provision of any contract, agreement, lease, license, commitment, instrument or obligation. To the Knowledge of the Seller, no other party to any contract, agreement, lease, license, commitment, instrument or obligation to which the Company is a party is in default thereunder or in breach of any term or provision thereof. To the Knowledge of the Seller, there exists no condition or event, which, after notice or lapse of time or both, would constitute a default by any party to any contract, agreement, lease, license, commitment, instrument or obligation.
Defaults Under Agreements. (a) Neither Seller is in material default under any of the Business Contracts or, so far as either Seller is aware, in respect of other material obligations and restrictions binding upon it in relation to the Business, and it has not waived rights or privileges under any of them.
(b) So far as the Sellers are aware no threat or claim of default under the Business Contracts has been made and is outstanding and there is no outstanding default pursuant to which any of the Business Contracts, may be prematurely terminated by another party, or by which the terms may be extended without consent or worsened as against a Seller or the Buyer, or the Business or the Assets prejudiced.
(c) In relation to the Supply and Installation Agreement entered into between the UK Seller and Knapp Logistic Automation GmbH on 1 February 2007 and any amendments thereto (the “Knapp Supply Agreement”):
(i) the UK Seller is not in material default and it has not waived any rights in relation to the Knapp Supply Agreement;
(ii) the Acceptance Date (as defined in that agreement) has been achieved in accordance with the Knapp Supply Agreement;
(iii) there are no amounts outstanding or materially overdue between the UK Seller and Knapp Logistic Automation GmbH in relation to the Knapp Supply Agreement.
Defaults Under Agreements. Neither the General Partner nor the Trust is in default under or in violation of any provision of its Articles of Incorporation or by-laws. The Partnership is not in default under or in violation of the Partnership Agreement. None of the General Partner, the Partnership or the Trust is in default under or violation of any agreement filed as an exhibit to the Company Reports except where such default or violation would not result in a Material Adverse Effect.
Defaults Under Agreements. The Corporation is not in default under or in breach of any material contract, agreement (whether written or oral), indenture or other instrument to which it is a part or by which it is bound, and there exists no set of facts, which, after notice or lapse of time or both, would constitute such a default or breach, and each of such contracts, agreements, indentures or other instruments is now and has always been in good standing, and the Corporation is entitled to all the rights and benefits thereunder.
