List of Agreements, etc Sample Clauses

List of Agreements, etc. Schedules 3.12 together contain, with respect to FDT and each of the Subsidiaries, a complete list as of the date of this agreement of: (a) all commitments and other agreements for the purchase of any materials, supplies or equipment, other than commitments and other agreements that were entered into in the ordinary course of business and that involve an expenditure by FDT of less than $5,000 for any one commitment or two or more related commitments; (b) all notes and agreements relating to any indebtedness of FDT; (c) all leases or other rental agreements under which FDT is either lessor or lessee that call for annual lease payments in excess of $5,000 individually or are otherwise material to the operations of the business of FDT; (d) all employment and consulting agreements that provide for compensation in excess of $5,000 a year; (e) all collective bargaining agreements; and (f) all other agreements, commitments and understandings (written or oral) that require payment by or to FDT of more than $5,000 individually or that cannot be terminated by their terms on less than 30 days’ notice without liability. True and complete copies of all of the leases, commitments and other agreements referred to on schedules 3.12 have been delivered to Platinum.
Sample 1
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List of Agreements, etc. Schedules 4.16 and 4.17 together contain, with respect to the Company, a true, correct and complete list of: (a) all commitments and other agreements for the purchase of materials, supplies or equipment, other than commitments and other agreements that were entered into in the ordinary course of business consistent with past practice and involve an expenditure by the Company of less than $10,000 for any one commitment or two or more related commitments; (b) all notes and agreements relating to any indebtedness of the Sellers or the Company; (c) all leases or other rental agreements under which the Company is lessee, other than any such leases which do not call for annual lease payments in excess of $10,000 individually or $50,000 in the aggregate or and which are not otherwise material to the Company; (d) all network affiliation agreements; (e) all "barter," "trade" and other agreements for the sale of advertising time other than for cash; (f) all collective bargaining agreements; (g) all Programming Agreements (together with a programming expense schedule and a programming liability schedule, showing all future programming payments for each program, and for Full House on WTWO and Xxxxxxxx and Home Improvement on KQTV, an updated schedule showing the number of remaining runs and the remaining programming payments); (h) all employment and consulting agreements that (A) provide for compensation in excess of $50,000 a year, (B) are written and are not terminable at the Company's will or (C) require any severance or termination payment; (i) all agreements with regional or national sales representatives or with rating services; (j) all license agreements with licensing organizations; (k) all agreements that restrict the Company or, to the best of the Sellers' knowledge, any employees of the Stations, from engaging in any business activities anywhere; (l) all assignments, licenses, or indemnification agreements with respect to any intangible property; (m) all contracts under which the Company has advanced or loaned any other person or entity amounts in the aggregate exceeding $10,000; (n) all guarantees of any indebtedness or obligation of others in excess of $10,000; and (o) all other agreements, commitments and understandings (written or oral), other than those as to which both (i) the consideration involved is not more than $10,000 individually or $100,000 in the aggregate and (ii) the termination of which could not be reasonably expected to have a Material A...
Sample 1
List of Agreements, etc. Schedules 4.8 and 4.9 together contain, with respect to the New York City Business and the Assets, a complete list of: (a) all notes and agreements relating to any indebtedness that is secured by any of the Assets; (b) all leases of real property and all leases or other rental agreements of equipment under which Seller is either lessor or lessee; (c) all service or maintenance agreements relating to any of the Assets; (d) all collective bargaining agreements; and (e) all employment, consulting and commission agreements. True and complete copies of all written leases, commitments and other agreements referred to on Schedules 4.8 and 4.9 have been delivered, or will be delivered, to Buyer, promptly after the Closing.
Sample 1
List of Agreements, etc. Schedules 4.13 and 4.14 together contain, with respect to the Stations and BMS, a complete list of: (a) all agreements for the purchase of materials, supplies or equipment, other than agreements that were entered into in the ordinary course of business and involve an expenditure by the Seller of less than $10,000 for any one commitment or two or more related commitments; (b) all notes and agreements relating to any indebtedness of the Seller that is secured by any of the Assets, other than the Note Agreement dated as of December 1, 1992 (the "Note Agreement"); (c) all leases or other rental agreements under which the Seller is either lessor or lessee related to the operations or business of the Stations and BMS; (d) all "barter" and "trade" agreements; (e) all collective bargaining agreements; and (f) all other agreements (written or oral) that require payment by the Seller of more than $10,000 individually (or $30,000 in the aggregate) or cannot be terminated by the Seller on less than 30 days notice without liability. True and complete copies of all written leases, commitments and other agreements referred to on schedules 4.13 and 4.14 have been delivered to the Buyer. 4.14
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List of Agreements, etc. Schedule 1.01(f) attached hereto lists certain Contracts and Rights, the individual absence of which would have a material adverse effect on the Business (the "Material Contracts"). The Contracts and Rights are all the contracts to which the Seller is a party which are in force as of the date hereof and which relate primarily to the Business. Except as provided in Schedule 1.01(f), no consent of any party to any of the Contracts and Rights or any other person is required as a condition to transferring to Buyer the rights of Seller under any Contract and Rights. True and complete copies of all Material Contracts have been delivered to Buyer. Seller is not a party to any agreement, and does not have any right or claim, in each case not primarily related to the Business, the absence of which would have a material adverse effect on the Business.
Sample 1
List of Agreements, etc. Schedule 4.11 contains, with respect to the Business and the Assets, a complete list of: (a) all Purchase Contracts, other than those that were entered into in the ordinary course of business and that involve an expenditure by Sellers of less than $75,000 for any one commitment or two or more related commitments; (b) all Personal Property Leases; (c) all Teaming Agreements; (d) all Customer Agreements (indicating which Customer Agreements relate to KMC); (e) all Sales Contracts; (f) all Representative Agreements; (g) all Licensing Agreements; and (h) all other agreements, commitments and understandings (written or oral) that require payment by or to any Seller of more than $50,000 individually or that are otherwise material to the Business and/or the Assets. True and complete copies of all of the leases, commitments and other agreements referred to on Schedules 4.11 and 4.12-4 have been delivered to Buyer.
Sample 1

Related to List of Agreements, etc

  • Authorization of Agreements, Etc The execution and delivery by the Company of this Agreement and the performance by the Company of its obligations hereunder and the issuance, sale and delivery of the Note have been duly authorized by all requisite corporate action and will not violate any provision of law, any order of any court or other agency of government, the Certificate of Incorporation of the Company, as amended, or the Bylaws of the Company, as amended, or will not result in a violation of any provision of any indenture, agreement or other instrument to which the Company, or any of its properties or assets is bound, or conflict with, result in a material breach of or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument, or result in the creation or imposition of any lien, charge, restriction, encumbrance, or, to the Company’s knowledge, claim of any nature whatsoever upon any of the properties or assets of the Company, the result of any of which would have a material adverse effect on the business of the Company.

  • STATEMENT OF AGREEMENT The parties hereby acknowledge the accuracy of the foregoing Background Information and hereby agree as follows:

  • Agreements, Etc Other than the Leases, the Seller has not entered into any contract or agreement with respect to the Property which will be binding on the Purchaser after the Closing other than contracts and agreements being assumed by the Purchaser or which are terminable upon thirty (30) days notice without payment of premium or penalty.

  • Survival of Agreements, etc Each of the representations and warranties (as of the date(s) made or deemed made), covenants, waivers, releases and other agreements and obligations of each Party contained in this Agreement: (a) shall be absolute, irrevocable and unconditional, irrespective of (among other things) (i) the validity, legality, binding effect or enforceability of any of the other terms and provisions of this Agreement or any other agreement (if any) between the Parties, or (ii) any other act, circumstance or other event described in this Section; (b) shall survive and remain and continue in full force and effect in accordance with their respective terms and provisions following and without regard to (i) the execution and delivery of this Agreement and each other agreement (if any) between the Parties and the performance of any obligation of such Party hereunder or thereunder, (ii) any waiver, modification, amendment or restatement of any other term or provision of this Agreement or any other agreement (if any) between the Parties (except as and to the extent expressly modified by the terms and provisions of any such waiver, modification, amendment or restatement), (iii) any full, partial or non-exercise of any of the rights, powers, privileges, remedies and interests of a Party or any SGRP Company under this Agreement, any other agreement (if any) between the Parties or Applicable Law against such other Party or any other person or with respect to any obligation of such Party, which exercise or enforcement may be delayed, discontinued or otherwise not pursued or exhausted for any or no reason whatsoever, or which may be waived, omitted or otherwise not exercised or enforced (whether intentionally or otherwise), (iv) any extension, stay, moratorium or statute of limitations or similar time constraint under any Applicable Law, (v) any pledge, assignment, sale, conveyance or other transfer by the Company (in whole or in part) to any other person of this Agreement or any other agreement (if any) between the Parties or any one or more of the rights, powers, privileges, remedies or interests of the Company therein, (vi) any act or omission on the part of the Company, any SGRP Company, any of their respective Representatives or any other person, (vii) any termination or other departure of the Employee from his or her employment, whether for cause or otherwise, or any dispute involving any aspect of such employment; or (viii) any other act, event, or circumstance that otherwise might constitute a legal or equitable counterclaim, defense or discharge of a contracting party, co-obligor, guarantor, pledgor or surety; in each case without notice to or further assent from the Employee or any other person (except for such notices or consents as may be expressly required to be given to such Party under this Agreement or any other agreement (if any) between the Parties); (c) shall not be subject to any defense, counterclaim, setoff, right of recoupment, abatement, reduction or other claim or determination that the Employee may have against the Company, any SGRP Company or SPAR Affiliate, any of their respective Representatives or any other person; (d) shall not be diminished or qualified by the death, disability, dissolution, reorganization, insolvency, bankruptcy, custodianship or receivership of Party or any other person, or the inability of any of them to pay its debts or perform or otherwise satisfy its obligations as they become due for any reason whatsoever; and (e) with respect to any provision expressly limited to a period of time, shall remain and continue in full force and effect (i) through the specific time period(s) and (ii) thereafter with respect to events or circumstances occurring prior to the end of such time period(s).

  • Copy of Agreement The Executive hereby acknowledges receipt of a copy of this Agreement duly signed by the Company.

  • Authorization of Agreement, Etc The Borrower has the right and power, and has taken all necessary action to authorize it, to borrow and obtain other extensions of credit hereunder. The Borrower and each other Loan Party has the right and power, and has taken all necessary action to authorize it, to execute, deliver and perform each of the Loan Documents to which it is a party in accordance with their respective terms and to consummate the transactions contemplated hereby and thereby. The Loan Documents to which the Borrower or any other Loan Party is a party have been duly executed and delivered by the duly authorized officers of such Person and each is a legal, valid and binding obligation of such Person enforceable against such Person in accordance with its respective terms except as the same may be limited by bankruptcy, insolvency, and other similar laws affecting the rights of creditors generally and the availability of equitable remedies for the enforcement of certain obligations (other than the payment of principal) contained herein or therein may be limited by equitable principles generally.

  • Certain Agreements Related to Deposits Subject to Section 2.2, the Assuming Institution agrees to honor the terms and conditions of any written escrow or mortgage servicing agreement or other similar agreement relating to a Deposit liability assumed by the Assuming Institution pursuant to this Agreement.

  • Scope of Agreement Nothing in this Agreement shall be deemed to entitle Executive to continued employment with the Company or its Subsidiaries, and if Executive’s employment with the Company shall terminate prior to a Change in Control, Executive shall have no further rights under this Agreement (except as otherwise provided hereunder); provided, however, that any termination of Executive’s employment during the Termination Period shall be subject to all of the provisions of this Agreement.

  • Terms of Agreement In consideration of the mutual representations, warranties, covenants and agreements contained herein, the parties hereto agree as follows:

  • Entirety of Agreement This Agreement constitute the entire agreement of the parties concerning the subject matter hereof and supersedes all prior agreements, if any.

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