Common use of Location Contracts Clause in Contracts

Location Contracts. The Disclosure Schedule provides an accurate ------------------ ------------------- listing of the Location Contracts as of the Closing Date, and includes the terms of each Location Contract including: (i) the number of On-Location Machines at each Location, (ii) the date the Location Contract was entered into and the term and expiration date of the Location Contract, (iii) the commission arrangement with each account, (iv) whether the Location Contract contains an automatic renewal provision, (v) whether the Location Contract contains any rights of first refusal provision, (vi) with respect to only the largest twenty (20) customers of Seller, whether the Location Contracts contain a "Change of Control" provision, and (vii) whether a Consent is required. Except as set forth on the Disclosure Schedule, each Location Contract (x) grants Seller the ------------------- exclusive right to install, service, maintain and operate all On-Location Machines at the Location(s) set forth in the applicable Location Contract and (y) allows (whether explicitly by its terms or under applicable law) Seller to enter into a sublease with respect to such Location Contract. Except as set forth on the Disclosure Schedule, as of the date of this Agreement, Seller is not and no other party is in breach or violation of or default under any terms of any of the Location Contracts, and has not received any notice, written or oral, requesting or threatening the removal of any On-Location Machine from a Location, (other than with respect to the termination dates set forth in the Disclosure Schedule) or any other anticipatory breach of any Location Contract, ------------------- or of any foreclosure against any Location set forth in any of the Location Contracts. In determining the termination date, Seller has not taken into account any option to renew or likelihood of renewal of any Location Contract. Except as set forth on the Disclosure Schedule, Seller has not received any ------------------- written notice questioning the validity or enforceability of any Location Contract. Seller has delivered to Buyer a copy of each of Seller's standard forms of Location Contracts.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Coinmach Corp), Asset Purchase Agreement (Coinmach Laundry Corp)

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Location Contracts. The Disclosure Schedule provides an accurate ------------------ ------------------- listing of the Location Contracts as of the Closing Date, and includes the terms of each Location Contract including: (i) including its termination date and remaining months of its term; the commission rate; the number of On-Location Machines at each Location, (ii) the date the Location Contract was entered into ; and the term and expiration date of the Location Contract, (iii) the commission arrangement with each account, (iv) whether the Location Contract contains an automatic renewal provision, (v) whether is oral or written and for the Location Contract contains any rights of first refusal provision, (vi) with respect to only the largest twenty (20) customers of Sellerlargest customers, whether the each Location Contracts contain Contract for such customers contains a "Change change of Controlcontrol" provision, and (vii) whether a Consent is requiredor similar provision or requires consent in connection with the transactions contemplated hereby. Except as explicitly set forth on the Disclosure Schedule, ------------------- each Location Contract (x) grants Seller Sellers the ------------------- exclusive right to install, service, maintain install and operate all On-Location Machines at the Location(slocation(s) (the "Locations") set forth in the applicable Location Contract and (y) allows (whether explicitly by its terms or under applicable law) Seller to enter into a sublease with respect to such Location Contract--------- Contact. Except as set forth on the Disclosure Schedule, as As of the date of this Agreement, Seller is not and no other party none of the Sellers or the Companies is in breach or violation of or default under any terms of any of the Location Contracts, and has not received any notice, written or oral, requesting or threatening the removal of any On-Location Machine from a Location, Location (other than with respect to the termination dates set forth in the Disclosure Schedule) ), or any other ------------------- anticipatory breach of any Location Contract, ------------------- or of any foreclosure against any Location set forth in any of the Location Contracts. In determining the termination date, Seller has the Sellers have not taken into account any option to renew or likelihood of renewal of any Location Contract. Except as set forth on the Disclosure Schedule, Seller has not neither the Sellers nor any of the Companies have received ------------------- any ------------------- written notice questioning the validity or enforceability of any Location Contract. Seller has delivered to Buyer a copy of each of Seller's standard forms of Location Contracts.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Coinmach Laundry Corp), Stock Purchase Agreement (Coinmach Corp)

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