Material Agreements; Action. Except for the debt of ----------------------------- approximately $33,000 owed to Xxxxxx Xxxxxx, there are no material contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which Xxxxxx or any of its Subsidiaries is a party or by which it is bound that involve or relate to: (i) any of their respective officers, directors, stockholders or partners or any Affiliate thereof; (ii) the sale of any of the assets of Xxxxxx or any of its Subsidiaries other than in the ordinary course of business; (iii) covenants of Xxxxxx or any of its Subsidiaries not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with Xxxxxx or any of its Subsidiaries in any line of business or in any geographical area; (iv) the acquisition by Xxxxx or any of its Subsidiaries of any operating business or the capital stock of any other Person; (v) the borrowing of money or (vi) the expenditure of more than $25,000 in the aggregate or the performance by Xxxxxx or any Subsidiary extending for a period more than one year from the date hereof, other than in the ordinary course of business. There have been made available to Xxxxx and its representatives true and complete copies of all such agreements. All such agreements are in full force and effect. Neither Xxxxxx nor any of its Subsidiaries is in default under any such agreements nor is any other party to any such agreements in default thereunder in any respect.
Material Agreements; Action. Except as shown on Schedule 5.18 and except for the transactions contemplated by this Agreement and the Related Transaction contemplated in Section 4.3 herein, there are no contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which the Seller is a party or by which it is bound that involve or relate to (a) any of the respective officers, directors, stockholder or partners of the Seller or (b) covenants of HWL or the Seller not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with the Seller in any line of business or in any geographical area.
Material Agreements; Action. Except for the transactions contemplated by this Agreement and the Related Transactions contemplated in Section 4.3 herein, there are no contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which VCGH or the Company are a party or by which they are bound that involve or relate to (i) any of the respective officers, directors, stockholder or partners of the Company or (ii) covenants of VCGH or the Company not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with the Company in any line of business or in any geographical area.
Material Agreements; Action. Except as set forth on Schedule 4.11, there are no material contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which the Company or any of its Subsidiaries is a party or by which it is bound that involve or relate to: (i) any of their respective officers, directors, stockholders or partners or any Affiliate thereof; (ii) the sale of any of the assets of the Company or any of its Subsidiaries other than in the ordinary course of business; (iii) covenants of the Company or any of its Subsidiaries not to compete in any line of business or with any Person in any geographical area; (iv) the acquisition by the Company or any of its Subsidiaries of any operating business or the capital stock of any other Person; (v) the borrowing of money; (vi) the expenditure of more than $50,000 in the aggregate or the performance by the Company or any Subsidiary extending for a period more than one year from the date hereof, other than in the ordinary course of business, or (vii) the license of any Intellectual Property or other material proprietary right to or from the Company or any of its Subsidiaries. There have been made available to the Purchaser and its representatives true and complete copies of all such agreements. All such agreements are in full force and effect and are the legal, valid and binding obligation of the Company or its Subsidiaries, enforceable against them in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity). None of the Company or any of its Subsidiaries is in default in any material respect under any such agreements nor, to the Company's Knowledge, is any other party to any such agreements in default thereunder in any material respect.
Material Agreements; Action. Exhibit 5.5, is an accurate and ----------------------------- complete list of all contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which Seller or Password or any of its subsidiaries is a party or by which it is bound that involve or relate to: (i) the ownership of the Password Internet domain "name" owned or operated by Seller; (ii) any banking relationship for processing of credit card charges or other charges by customers of the Password Internet domain site owned or operated by Seller; or (iii) covenants of Seller or any of its subsidiaries not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with Seller or any of its subsidiaries in any line of business or in any geographical area. There have been made available to RCI and its representatives true and complete copies of all such agreements. All such agreements are in full force and effect and are the legal, valid and binding obligation of Seller or its subsidiaries, enforceable against them in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity). None of Seller or any of its subsidiaries is in default under any such agreements nor to the best of its knowledge, is any other party to any such agreements in default thereunder in any respect.
Material Agreements; Action. Except as set forth on Schedule 4.11, there are no material contracts, agreements, commitments, understandings or proposed transactions to which the Company or any of its Subsidiaries is a party or by which it is bound regarding: (i) any of their respective officers, directors, stockholders or partners; (ii) the sale of any of the assets of the Company or any of its Subsidiaries other than in the ordinary course of business; (iii) covenants of the Company or any of its Subsidiaries not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company or any of its Subsidiaries in any line of business or in any geographical area; (iv) the acquisition by the Company or any of its Subsidiaries of any operating business or the capital stock of any other Person; (v) the borrowing of money; or (vi) the license or grant of any interest in any of the Intellectual Property or other material proprietary right to or from the Company or any of its Subsidiaries except as created by the Loan Documents. To the Company's knowledge, all such agreements are in full force and effect and are the legal, valid and binding obligation of the Company or its Subsidiaries, enforceable against them in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).
Material Agreements; Action. There are no material ----------------------------- contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which Sellers or the Company is a party or by which they are bound.
Material Agreements; Action. Except as set forth in Schedule --------------------------- 3.20, there are no material contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which FCI or any of its Subsidiaries is a party or by which it is bound that involve or relate to: (1) any of their respective officers, directors, stockholders or partners or any Affiliate thereof, (ii) the sale of any of the assets of FCI or any of its Subsidiaries other than in the ordinary course of business; (iii) covenants of FCI or any of its Subsidiaries not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with FCI or any of its Subsidiaries in any line of business or in any geographical area; (iv) the acquisition by FCI or any of its Subsidiaries of any operating business or the capital stock of any other Person; (v) the borrowing of money or (vi) the expenditure of more than $10,000 in the aggregate or the performance by FCI or any Subsidiary extending for a period more than one year from the date hereof, other than in the ordinary course of business. There have been made available to FCAI and its representatives true and complete copies of all such agreements. All such agreements are in full force and effect. Neither the Company nor any of its Subsidiaries is in default under any such agreements nor is any other party to any such agreements in default thereunder in any respect.
Material Agreements; Action. Except for the transactions contemplated by this Agreement and the Related Transactions contemplated in Section 2.3 herein, there are no material contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which the Seller or any of the Companies are a party or by which they are bound that involve or relate to (i) any of the respective officers, directors or stockholders of any of the Companies or (ii) covenants of the Seller or any of the Companies not to compete in any line of business or with any person in any geographical area or covenants of any other person not to compete with any of the Companies in any line of business or in any geographical area.
Material Agreements; Action. Except as set forth on Schedule 4.11, there are no material contracts, agreements, commitments, understandings or proposed transactions, whether written or oral, to which the Company or any of its Subsidiaries is a party or by which it is bound which call for an expenditure by the Company of over $100,000 in any single year regarding: (i) any of their respective officers, directors stockholders or partners or any Affiliate thereof; (ii) the sale of any of the assets of the Company or any of its Subsidiaries other than in the ordinary course of business; (iii) covenants of the Company or any of its Subsidiaries not to compete in any line of business or with any Person in any geographical area or covenants of any other Person not to compete with the Company or any of its Subsidiaries in any line of business or in any geographical area, provided, however, that this subsection (iii) is not subject to the limitation of expenditure of over $100,000 in any single year; (iv) the acquisition by the Company or any of its Subsidiaries of any operating business or the capital stock of any other Person; (v) the borrowing of money; or (vi) the license of any Intellectual Property, other material proprietary right to or from the Company or any of its Subsidiaries. To the Company's Knowledge, all such agreements are in full force and effect and are the legal, valid and binding obligation of the Company or its Subsidiaries, enforceable against them in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity). None of the Company or any of its Subsidiaries is in material default under any such agreements nor, to the Company's knowledge, is any other party to any such agreements in material default thereunder in any respect.
