Defaults Under Contracts Sample Clauses

Defaults Under Contracts. All Liabilities of Seller of any kind or nature arising out of a breach or default by Seller under any Assigned Contract prior to the Effective Time;
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Defaults Under Contracts. LIABLE TO TERMINATION With respect to each Contract: (a) there has been no material delay, material negligence or material default on the part of Xxxx Xxxx or the Xxxx Xxxx Companies or any other party to a Contract and no event has occurred which with the giving of notice or passage of time, may constitute a material default; (b) Xxxx Xxxx and Xxxx Xxxx Companies are under no obligation which cannot readily be fulfilled, performed or discharged by it on time and without undue or unusual expenditure or effort; (c) in the reasonable opinion of the Sellers, Xxxx Xxxx and the Xxxx Xxxx Companies has the technical and other capabilities and the human and material resources to enable it to fulfill, perform and discharge all its outstanding obligations in the ordinary course of business; and (d) The Sellers have not received any notice of termination of any Contract and to the best of the Sellers' knowledge there are no grounds for rescission, avoidance, repudiation or termination.
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Defaults Under Contracts. Except as identified in Schedule ------------------------ 6.2
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Defaults Under Contracts. To the knowledge of Seller and Parent, no party is in default under any of the contracts and agreements listed in Schedule 1.2(b)(ii).
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Defaults Under Contracts. Borrower shall not suffer or permit any breach or default to occur under the Architect Agreement, Construction Contract or any subcontracts, and shall promptly notify Lender of any default thereunder.
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Defaults Under Contracts. Except as identified in Schedule 6.2(e), neither Powertel nor Sellers (nor any of their Affiliates who may be a party to any Contract) have received any written communication from, or given any written communication to, any other party, indicating that Powertel or Sellers (or such Affiliates) or such other party, as the case may be, is in Default under any Contract. Except as identified in Schedule 6.2(e), to the knowledge of Powertel and Sellers, neither Powertel nor Sellers (nor any of their Affiliates who may be a party to any Contract) nor any of the other parties to any such Contract is in Default thereunder. Except as identified in Schedule 6.2(e), each such Contract, including, without limitation, each Site Lease, is in full force and effect and is enforceable against the other parties thereto in accordance with its terms, except to the extent that such enforcement may be limited by applicable bankruptcy, reorganization, insolvency and other Laws of general application affecting enforcement of creditors' rights generally. No written communication has been received from or given to Powertel, Sellers or any party to or assignee of the Site Leases, indicating that Powertel or Sellers or any other party to or assignee of the Site Leases is in Default thereunder, and to the knowledge of Powertel and Sellers, no Default exists thereunder except as identified in such Schedule.
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Defaults Under Contracts. 5.12.1 No threat or claim of default, under any agreement, instrument or arrangement to which the Company is a party has been received by the Seller or any member of the Seller's Group and to the best of the Seller's knowledge is outstanding, against the Company. 5.12.2 To the best of the Seller's knowledge no party to any agreement with, or under an obligation to, the Company is in default there under, being a default which would be material in the context of the financial or trading position of the Company; and so far as the Seller is aware there are no circumstances likely to give rise to such a default.
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Defaults Under Contracts. There is not under any contract or agreement to which Seller is a party, or by which Seller is bound, any existing default by Seller or to the Knowledge of Seller any other party on the Assumed Liabilities, the Purchased Assets or the Branches. There is not any existing default by Seller or, to the Knowledge of Seller, any other party under the Other Assigned Contracts. . Since December 31, 2016, there has been no material adverse change in the business, properties or operations with respect to each of the Branches.
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Related to Defaults Under Contracts

  • Other Defaults Under Loan Documents Any Loan Party shall default in the performance of or compliance with any term contained in this Agreement or any of the other Loan Documents, other than any such term referred to in any other subsection of this Section 8, and such default shall not have been remedied or waived within 30 days after the earlier of (i) an Officer of Company or such Loan Party becoming aware of such default or (ii) receipt by Company and such Loan Party of notice from Administrative Agent or any Lender of such default; or

  • Defaults Under Other Agreements With respect to any Indebtedness (other than Indebtedness of such Borrower outstanding under this Credit Agreement) of such Borrower or a Material Subsidiary of such Borrower in a principal amount in excess of $100,000,000, (i) such Borrower or a Material Subsidiary of such Borrower shall (A) default in any payment (beyond the applicable grace period with respect thereto, if any) with respect to any such Indebtedness, or (B) default (after giving effect to any applicable grace period) in the observance or performance of any covenant or agreement relating to such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event or condition shall occur or condition exist, the effect of which default or other event or condition under (A) or (B) above is to cause, or permit, the holder or holders of such Indebtedness (or trustee or agent on behalf of such holders) to cause any such Indebtedness to become due prior to its stated maturity; or (ii) any such Indebtedness shall be declared due and payable, or required to be prepaid other than by a regularly scheduled required prepayment or mandatory redemption, prior to the stated maturity thereof; or (iii) any such Indebtedness matures and is not paid at maturity.

  • Other Defaults Under Credit Documents Any Credit Party shall default in the performance of or compliance with any term contained herein or any of the other Credit Documents, other than any such term referred to in any other Section of this Section 8.1, and such default shall not have been remedied or waived within thirty days after the earlier of (i) an officer of such Credit Party becoming aware of such default or (ii) receipt by Borrower of notice from Administrative Agent or any Lender of such default; or

  • Waiver of Servicer Events of Default The Holders representing at least 66% of the Voting Rights evidenced by all Classes of Certificates affected by any default or Servicer Event of Default hereunder may waive such default or Servicer Event of Default; provided, however, that a default or Servicer Event of Default under clause (i) or (vii) of Section 7.01 may be waived only by all of the Holders of the Regular Certificates. Upon any such waiver of a default or Servicer Event of Default, such default or Servicer Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Servicer Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Waiver of Defaults and Events of Default (a) The Noteholders of a majority of the Note Balance of the Controlling Class may waive any Default or Event of Default, except an Event of Default (i) in the payment of principal of or interest on any of the Notes (other than an Event of Default relating to failure to pay principal due only by reason of acceleration) or (ii) in respect of a covenant or provision of this Indenture that cannot be amended, supplemented or modified without the consent of all Noteholders. (b) Upon any such waiver, such Default or Event of Default will be deemed not to have occurred for every purpose of this Indenture. No such waiver will extend to any other Default or Event of Default or impair any right relating to any other Default or Event of Default.

  • Events of Defaults If one or more of the following events ("Events of Default") shall have occurred and be continuing:

  • Waiver of Master Servicer Events of Default Subject to Section 11.09(d), the Holders representing at least 66% of the Voting Rights evidenced by all Classes of Certificates affected by any default or Master Servicer Event of Default hereunder may waive such default or Master Servicer Event of Default; provided, however, that a default or Master Servicer Event of Default under clause (i) or (vi) of Section 7.01 may be waived only by all of the Holders of the Regular Certificates. Upon any such waiver of a default or Master Servicer Event of Default, such default or Master Servicer Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Master Servicer Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Material Contracts; Defaults (a) Other than as disclosed in the Company Reports filed prior to the date hereof or as set forth in Company Disclosure Schedule 3.13, neither Company nor any of its Subsidiaries is a party to, bound by or subject to any agreement, contract, arrangement, commitment or understanding (whether written or oral) (i) with respect to the employment of any directors, officers, employees or consultants, (ii) which would entitle any present or former director, officer, employee or agent of Company or any of its Subsidiaries to indemnification from Company or any of its Subsidiaries, (iii) the benefits of which will be increased, or the vesting of benefits of which will be accelerated, by the occurrence of any of the transactions contemplated by this Agreement, or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement, (iv) which grants any right of first refusal, right of first offer or similar right with respect to any material assets or properties of Company and or Subsidiaries; (v) which provides for payments to be made by Company or any of its Subsidiaries upon a change in control thereof; (vi) which provides for the lease of personal property having a value in excess of $25,000 individually or $100,000 in the aggregate; (vii) which relates to capital expenditures and involves future payments in excess of $10,000 individually or $50,000 in the aggregate; (viii) which relates to the disposition or acquisition of assets or any interest in any business enterprise outside the ordinary course of Company’s business; (ix) which is not terminable on sixty (60) days or less notice and involving the payment of more than $25,000 per annum; or (x) which materially restricts the conduct of any business by Company of any of its Subsidiaries (collectively, “Material Contracts”). Company has previously delivered to Buyer true, complete and correct copies of each such document. (b) Neither Company nor any of its Subsidiaries is in default under any contract, agreement, commitment, arrangement, lease, insurance policy or other instrument to which it is a party, by which its assets, business, or operations may be bound or affected, or under which it or its assets, business, or operations receives benefits, and there has not occurred any event that, with the lapse of time or the giving of notice or both, would constitute such a default. No power of attorney or similar authorization given directly or indirectly by Company is currently outstanding.

  • Defaults, etc Such Pledgor is not in default in the payment of any portion of any mandatory capital contribution, if any, required to be made under any agreement to which such Pledgor is a party relating to the Pledged Securities pledged by it, and such Pledgor is not in violation of any other provisions of any such agreement to which such Pledgor is a party, or otherwise in default or violation thereunder. No Securities Collateral pledged by such Pledgor is subject to any defense, offset or counterclaim, nor have any of the foregoing been asserted or alleged against such Pledgor by any person with respect thereto, and as of the date hereof, there are no certificates, instruments, documents or other writings (other than the Organizational Documents and certificates representing such Pledged Securities that have been delivered to the Collateral Agent) which evidence any Pledged Securities of such Pledgor.

  • No Defaults; Violations No material default exists in the due performance and observance of any term, covenant or condition of any material license, contract, indenture, mortgage, deed of trust, note, loan or credit agreement, or any other agreement or instrument evidencing an obligation for borrowed money, or any other material agreement or instrument to which the Company is a party or by which the Company may be bound or to which any of the properties or assets of the Company is subject. The Company is not in violation of any term or provision of its Charter or by-laws, or in violation of any franchise, license, permit, applicable law, rule, regulation, judgment or decree of any Governmental Entity.

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