Licenses and Agreements. Any agreement between any Manufacturer and a Loan Party is revoked, terminated or suspended and, a replacement for same is not entered into within 30 days of such termination, revocation or suspension, or any license, consent, or approval which is material to the conduct of the business of any Loan Party is revoked, terminated or suspended.
Licenses and Agreements. Notwithstanding anything to the contrary contained in this Agreement, Operator’s agreements with its Concessionaire, license agreements for the Premises under so called “four wall deals” for a limited engagement, co-promotions, operating agreements, management agreements, catering agreements, event agreements for specific performances or events, rental agreements for specific performances or events, filming and location agreements and other uses consistent with operation of a concert or event venue or otherwise contemplated within the definition of Permitted Uses shall not be considered assignments, sublets or transfers under this Agreement.
Licenses and Agreements. Each of the material licenses and agreements to which Borrower and the Subsidiaries are a party is in good standing and in full force and effect, and neither Borrower nor any of the Subsidiaries nor, to the best of the knowledge, information and belief of Borrower, after due inquiry, any other party thereto, is in breach of any material covenants, conditions or obligations contained therein.
Licenses and Agreements. Each of the material licenses and agreements to which any Loan Party are a party is in good standing and in full force and effect, and neither a Loan Party nor, to the best of the knowledge, information and belief of the Loan Parties, after due inquiry, any other party thereto, is in breach of any material covenants, conditions or obligations contained therein.
Licenses and Agreements. 10 5.13 Customers. . . . . . . . . . . . . . . . . . . . . . . . . . 11 5.14
Licenses and Agreements. Except as set forth in Schedule 5.12 or another Schedule hereto, the Seller is not a party to, nor or any of the Assets bound or affected by, any oral or written:
(a) lease agreement (whether as lessor or lessee) relating to real or personal property;
(b) license agreement, assignment or other contract (whether as licensor or licensee, assignor or assignee) relating to trademarks, trade names, patents, copyrights (or applications therefor), unpatented designs or styles, know-how or technical assistance;
(c) agreement with any supplier, distributor, franchisor, dealer, sales agent or representative;
(d) agreement with any manufacturer, supplier or customer with respect to discounts, allowances or buy-back options;
(e) joint venture or partnership agreement with any other person;
(f) agreement for the borrowing or lending of money, or guaranteeing, indemnifying or otherwise becoming liable for the obligations or liabilities of another;
(g) agreement with any bank, factor, finance company or similar organization regarding the financing of accounts receivable or other extensions of credit;
(h) agreement granting any lien, security interest or mortgage on any property or asset of the Seller, including, without limitation, any factoring agreement for the assignment of accounts receivable;
(i) advertising agreement of any kind;
(j) agreement which restricts it from doing business anywhere in the world;
(k) agreement, statute or regulation giving any party the right to renegotiate or require a reduction in prices or the repayment of any amount previously paid;
(l) other agreement involving the payment or receipt in any period of twelve consecutive months of more than $1,000 in any one case or of more than $3,000 in the aggregate, or having a term of more than six (6) months;
(m) any agreement to defend, indemnify and/or hold harmless any person; or
(n) warranties or implied warranties on any sold or leased equipment. Correct and complete copies of all such agreements, plans, policies and arrangements (or, where they are oral, true and complete written summaries thereof) (collectively referred to herein as the "Commitments") have been delivered to the Purchaser or made available for the Purchaser's inspection prior to the date hereof. Schedule 5.12 contains a true and correct listing of all of the Commitments. Seller acknowledges that on or about October 30, 1996, Purchaser notified Seller in writing of which leases Purchaser wishes Seller to seek the appropriate B...
Licenses and Agreements. To the extent not theretofore transferred, Operator shall reasonably cooperate with Owner, (i) to transfer all licenses, permits and franchise agreements with respect to the Hotel, to the extent the same are transferable, and assist Owner and New Operator in obtaining new licenses, permits and franchise agreements, (ii) to transfer to Owner, or as Owner may direct, any special deposits which may be maintained by the Hotel with third parties such as utility deposits, and (iii) to transfer to Owner, or as Owner may direct, advance deposits received under any reservation agreements, all of the transfers described in the immediately foregoing clauses (i) through (iii) to occur and be effective no later than the Termination Date (subject to the ability of Operator to operate the Hotel up to the Termination Date.) In connection with the foregoing, Operator shall prepare for Owner such reports and lists of business activity as are regularly maintained by the applicable Hotel including reservation agreements, advance deposits, hotel contracts, space leases and other similar items, all of which shall be as current to the Termination Date as reasonably possible.
Licenses and Agreements. Each Assignor hereby agrees not to divest itself of any right under any Xxxx or Domain Name that is material to the business of such Assignor absent prior written approval of the Collateral Agent, except as otherwise permitted by the Secured Debt Agreements.
Licenses and Agreements. Following the Closing Date, the Surviving Corporation and its subsidiaries will be permitted to exercise all of Company's rights under such contracts, licenses and agreements to the same extent Company and its Subsidiaries would have been able to had the transactions contemplated by this Agreement not occurred and without the payment of any additional amounts or consideration other than ongoing fees, royalties or payments which Company would otherwise be required to pay.
Licenses and Agreements. Except for licenses of off the shelf software, Section 2.12(h) of the Seller Disclosure Schedule contains a list of all agreements relating to Intellectual Property to which the Company is a party or is otherwise obligated, including without limitation any agreement by which the Company: (i)(A) licensed to any Person any Company IP or sublicensed to any Person any Intellectual Property owned by another Person (such agreement, a “Company IP License”), (B) is licensed any Intellectual Property owned by another Person (such agreement, a “Third Party IP License”), (C) uses, owns, assigned or is assigned any right or interest in, settled any dispute or released or was released from any claim pertaining to, any Intellectual Property, (D) is restricted in or obligated with respect to, or has restricted or obligated another with respect to, the disclosure, use, development, enforcement, prosecution, maintenance, transfer, licensing or other exploitation of any Intellectual Property, (E) granted or was the beneficiary of a covenant not to xxx with respect to, or (F) has other than in the Ordinary Course, given, obtained or permitted the disclaimer of a warranty, indemnity or hold harmless obligation with respect to any Intellectual Property; or (ii) is obligated or committed, or has obtained an obligation or commitment from any Person, to enter into an agreement pertaining to any of the categories set forth in subpart (i). All material Company IP Licenses and all material Third Party IP Licenses are in full force and effect, and constitute valid and binding obligations of the respective parties thereto and are enforceable in accordance with their respective terms.
