Common use of List of Contracts Clause in Contracts

List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Financial Statement, and except for items involving less than twenty-five thousand dollars ($25,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any: (a) Contract with any present or former Stockholder, director, officer or employee, agent or consultant; (b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' association; (c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least twenty-five thousand dollars ($25,000); (d) Any contract involving more than twenty-five thousand dollars ($25,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment; (e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity; (f) Franchise, dealer, distribution, sales or agency contract or commitment; (g) Any other outstanding contract of sale or any distribution agreement, representative or sales agency agreement, creating any obligation of Company to sell or distribute products in each case involving more than twenty-five thousand dollars ($25,000); (h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity; (i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company involving more than twenty-five thousand dollars ($25,000) which are not terminable by the Company on less than sixty (60) days prior notice without penalty; (j) Insurance policy; (k) Advertising contract or commitment involving more than twenty-five thousand dollars ($25,000); (l) Bank account, lock box or similar depository arrangements; (m) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement in each case that involves more than twenty-five thousand dollars ($25,000); (n) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity. (o) Any other material contracts affecting the Company. (p) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments are valid and binding obligations of the Company and, to the Seller’s Knowledge, of the other parties thereto in accordance with their respective terms and conditions. There has been no breach or default of any provisions of any such contract, commitment, lease or other agreement by the Company, or to the Seller’s Knowledge, any other party thereto, and nothing has occurred which, with lapse of time or the giving of notice or both, would reasonably be expected to constitute a breach or default by the Company, or to the Seller’s Knowledge, by any other party thereto with respect to any such contract or commitment or which would reasonably be expected to cause acceleration of any obligation of any party thereto or the creation of any lien, encumbrance, security interest in or upon the Purchased Stock, or the assets of Company. Buyer has been furnished with true and complete copies of all scheduled contracts and commitments.

List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Financial StatementSchedule 3, and except for items involving less than twenty-five thousand dollars ($25,0005,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any: (a) Contract with any present or former Stockholder, director, officer or employee, agent or consultant; (b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' association; (c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least twenty-five thousand dollars ($25,0005,000); (d) Any contract involving more than twenty-five thousand dollars ($25,0005,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment; (e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity; (f) Franchise, dealer, distribution, sales or agency contract or commitment; (g) Any other outstanding contract of sale involving more than five thousand dollars ($5,000), or any distribution agreement, representative or sales agency agreement, creating any PURCHASE & SALE AGREEMENT DTS8 COFFEE 31-01-2012 - 10 obligation of Company to sell or distribute products in each case involving more than twenty-five thousand dollars ($25,000)products; (h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity; (i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company involving more than twenty-five thousand dollars ($25,000) which are not terminable by the Company on less than sixty (60) days prior notice without penalty; (j) Insurance policy; (k) Advertising contract or commitment involving more than twenty-five thousand dollars ($25,000)commitment; (l) Bank account, lock box or similar depository arrangements; (m) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement in each case that involves more than twenty-five thousand dollars ($25,000)agreement; (n) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity. (o) Any other material contracts affecting the Company. (p) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments listed in said Schedule 3 are valid and binding obligations of the Company and, to the Seller’s Knowledge, and of the other parties thereto in accordance with their respective terms and conditions. There has been no breach or default of any provisions of any such contract, commitment, lease or other agreement by the Company, or to the best of Seller’s Knowledgeknowledge, any other party thereto, and nothing has occurred which, with lapse of time or the giving of notice or both, would reasonably be expected to constitute a breach or default by the Company, or to the best of Seller’s Knowledgeknowledge, by any other party thereto with respect to any such contract or commitment or which would reasonably be expected to cause acceleration of any obligation of any party thereto or the creation of any lien, encumbrance, security interest in or upon the Purchased Stock, or the assets of Company. Buyer has been furnished with true and PURCHASE & SALE AGREEMENT DTS8 COFFEE 31-01-2012 - 11 complete copies of all scheduled contracts and commitments.

List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Financial Statement, and except for items involving less than twenty-five thousand dollars ($US$25,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any: (a) Contract with any present or former Stockholderstockholder, director, officer or employee, agent or consultant; (b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' association; (c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least twenty-five thousand dollars ($US$25,000); (d) Any contract involving more than twenty-five thousand dollars ($US$25,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment; (e) Bonus, pension, profit-sharingprofit‑sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity; (f) Franchise, dealer, distribution, sales or agency contract or commitment; (g) Any other outstanding contract of sale or any distribution agreement, representative or sales agency agreement, creating any obligation of Company to sell or distribute products in each case involving more than twenty-five thousand dollars ($US$25,000); (h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity; (i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company involving more than twenty-five thousand dollars ($US$25,000) which are not terminable by the Company on less than sixty (60) days prior notice without penalty; (j) Insurance policy; (k) Advertising contract or commitment involving more than twenty-five thousand dollars ($US$25,000); (l) Bank account, lock box or similar depository arrangements; (m) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement in each case that involves more than twenty-five thousand dollars ($US$25,000); (n) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity. (o) Any other material contracts affecting the Company. (p) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments are valid and binding obligations of the Company and, to the Seller’s Knowledgeknowledge, of the other parties thereto in accordance with their respective terms and conditions. There has been no breach or default of any provisions of any such contract, commitment, lease or other agreement by the Company, or to the Seller’s Knowledgeknowledge, any other party thereto, and nothing has occurred which, with lapse of time or the giving of notice or both, would reasonably be expected to constitute a breach or default by the Company, or to the Seller’s Knowledgeknowledge, by any other party thereto with respect to any such contract or commitment or which would reasonably be expected to cause acceleration of any obligation of any party thereto or the creation of any lien, encumbrance, security interest in or upon the Purchased Stock, or the assets of Company. Buyer has been furnished with true and complete copies of all scheduled contracts and commitments.

List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Financial StatementSchedule of Contracts and Commitments attached hereto as Schedule 3.11, and except for items involving less than twenty-five thousand dollars ($25,0005,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any: (a) Contract with any present or former Stockholder, director, officer or employee, agent or consultant; (b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' ’ association; (c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least twenty-five thirty thousand dollars ($25,00030,000); (d) Any contract involving more than twenty-five ten thousand dollars ($25,00010,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment; (e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity; (f) Franchise, dealer, distribution, sales or agency contract or commitment; (g) Any other outstanding contract of sale involving more than ten thousand dollars ($10,000), or any distribution agreement, representative or sales agency agreement, creating any obligation of Company to sell or distribute products in each case involving more than twenty-five thousand dollars ($25,000)products; (h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity; (i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company involving more than twenty-five thousand dollars ($25,000) which are not terminable by the Company on less than sixty thirty (6030) days prior notice without penalty; (j) Insurance policy; (k) Advertising contract or commitment involving more than twenty-five thousand dollars ($25,000)commitment; (l) Bank account, lock box or similar depository arrangements; (m) Any license or franchise agreement (as licensor/franchisor or licensee/franchisee); (n) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement in each case that involves more than twenty-five thousand dollars ($25,000)agreement; (no) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity. (op) Any other material contracts affecting the Company. (pq) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments listed in said Schedule 3.11 are valid and binding obligations of the Company and, to the Seller’s Knowledge, and of the other parties thereto in accordance with their respective terms and conditionsconditions except as set forth on Schedule 3.11. There has been no breach or default of any provisions of any such contract, commitment, lease or other agreement by the Company, or to the Sellerbest of the Company’s Knowledgeknowledge, any other party thereto, and nothing has occurred which, with lapse of time or the giving of notice or both, would reasonably be expected to constitute a breach or default by the Company, or to the Sellerbest of the Company’s Knowledgeknowledge, by any other party thereto with respect to any such contract or commitment or which would reasonably be expected to cause acceleration of any obligation of any party thereto or the creation of any lien, encumbrance, security interest in or upon the Purchased StockInterests, or the assets of Company. Buyer has been furnished with true and complete copies of all scheduled contracts and commitments.

List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Financial Statement, and except for items involving less than twenty-five thousand dollars ($25,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any: (a) Contract with any present or former Stockholder, director, officer or employee, agent or consultant; (b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' association; (c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least twenty-five thousand dollars ($25,000); (d) Any contract involving more than twenty-five thousand dollars ($25,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment; (e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity; (f) Franchise, dealer, distribution, sales or agency contract or commitment; (g) Any other outstanding contract of sale or any distribution agreement, representative DIGITALTOWN- REZSOURCE STOCK PURCHASE AGREEMENT - 10 or sales agency agreement, creating any obligation of Company to sell or distribute products in each case involving more than twenty-five thousand dollars ($25,000); (h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity; (i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company involving more than twenty-five thousand dollars ($25,000) which are not terminable by the Company on less than sixty (60) days prior notice without penalty; (j) Insurance policy; (k) Advertising contract or commitment involving more than twenty-five thousand dollars ($25,000); (l) Bank account, lock box or similar depository arrangements; (m) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement in each case that involves more than twenty-five thousand dollars ($25,000); (n) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity. (o) Any other material contracts affecting the Company. (p) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments are valid and binding obligations of the Company and, to the Seller’s Sellers’ Knowledge, of the other parties thereto in accordance with their respective terms and conditions. There has been no breach or default of any provisions of any such contract, commitment, lease or other agreement by the Company, or to the Seller’s Sellers’ Knowledge, any other party thereto, and nothing has occurred which, with lapse of time or the giving of notice or both, would reasonably be expected to constitute a breach or default by the Company, or to the Seller’s Sellers’ Knowledge, by any DIGITALTOWN- REZSOURCE STOCK PURCHASE AGREEMENT - 11 other party thereto with respect to any such contract or commitment or which would reasonably be expected to cause acceleration of any obligation of any party thereto or the creation of any lien, encumbrance, security interest in or upon the Purchased Stock, or the assets of Company. Buyer has been furnished with true and complete copies of all scheduled contracts and commitments.