Material Contract Breaches; Defaults Sample Clauses

Material Contract Breaches; Defaults. To the best of the Buyer's knowledge and belief, except as disclosed in the Buyer Financials, it has not materially breached, nor has it any knowledge of any pending or threatened claims or any legal basis for a claim that it has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which it is a party or is bound and which might give rise to a claim by anyone against the Buyer Shares. To the best of its knowledge and belief, the Buyer is not in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which might give rise to a claim against the Buyer Shares, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment which might give rise to a claim against the Buyer Shares in respect of which the Buyer has not taken adequate steps to prevent such a default from occurring.
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Material Contract Breaches; Defaults. Except as disclosed by the NPC Financials or as reserved for therein, to the best of their knowledge and belief of the Selling Shareholders, NPC has not materially breached, nor have they any knowledge of any pending or threatened claims or any legal basis for a claim that NPC has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which they are a party or is bound and which are material to the business, financial condition, or results of operation of NPC, taken as a whole. Except as disclosed by the NPC Financials or as reserved for therein, to the best of their knowledge and belief, neither the Selling Shareholders nor NPC are not in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which is material to the business, operations, properties, assets, or condition of NPC, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment in respect of which NPC has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. To the best of Flexweight's knowledge and belief, except as disclosed in Flexweight Financials, it has not materially breached, nor has it any knowledge of any pending or threatened claims or any legal basis for a claim that it has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which it is a party or is bound and which might give rise to a claim by anyone against Flexweight. To the best of its knowledge and belief, Flexweight is not in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which might give rise to a claim against Flexweight, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment which might give rise to a claim against Flexweight in respect of which Flexweight has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. To the best of their knowledge and belief, CMA has not materially breached, nor have they any knowledge of any pending or threatened claims or any legal basis for a claim that CMA has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which they are a party or is bound and which are material to the business, financial condition, or results of operations of CMA, taken as a whole. To the best of their knowledge and belief, CMA is not in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which is material to the business, operations, properties, assets, or condition of CMA, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment in respect of which CMA has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. Except as disclosed by the DEGA Financials as reserved for therein, to the best knowledge and belief of the Selling Shareholders, DEGA has not materially breached, nor have they any knowledge of any pending or threatened claims or any legal basis for a claim that DEGA has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which they are a party or are bound and which are material to the business, financial condition, or results of operation of DEGA, taken as a whole. Except as disclosed by the DEGA Financials or as reserved for therein, to the best of their knowledge and belief, neither the Selling Shareholders nor DEGA are in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which is material to the business, operations, properties, assets, or condition of DEGA, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment in respect of which DEGA has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. To the best of its knowledge ad belief, the Seller has not materially breached, nor has it any knowledge of any pending or threatened claims or any legal basis for a claim that the Seller has materially breached, any of the terms or conditions of any Contract to which it is a party or is bound and which is material to the Business, financial condition, or results of operation of the Seller, taken as a whole. To the best of its knowledge and belief, the Seller is not in default in any material respect under the terms of any outstanding Contract which is material to the Business, operations, properties, assets, or condition of the Seller, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such Contract in respect of which the Seller has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. To the best of the Company’s knowledge and belief, except as disclosed in the Company Financials, it has not materially breached, nor does it have any knowledge of any pending or threatened claims or any legal basis for a claim that it has materially breached, any of the terms or conditions of any agreement, contract, or commitment to which it is a party or is bound and which might give rise to a claim by anyone against the Company Shares. To the best of its knowledge and belief, the Company is not in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which might give rise to a claim against the Company Shares, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment which might give rise to a claim against the Company Shares in respect of which the Company has not taken adequate steps to prevent such a default from occurring.
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Material Contract Breaches; Defaults. Except as disclosed by the XYZ Financials or as reserved for therein, to the best of their knowledge and belief of the XYZ Shareholders, XYZ has not materially breached, nor have they any knowledge of any pending or threatened claim or any legal basis for a claim that XYZ has materially breached, any of the terms or conditions of any agreement, contract, or commitment to which they are a party or is bound and which are material to the business, financial condition, or results of the operation of XYZ, taken as a whole. Except as disclosed by the XYZ Financials or as reserved for therein, to the best of their knowledge and belief, neither the XYZ Shareholders nor XYZ are in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which is material to the business, operations, properties, assets, or condition of XYZ, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment in respect of which XYZ has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. Except as described in Exhibit A hereto, to the best of the Company's knowledge and belief, except as disclosed in the Company Disclosure Documents, it has not materially breached, nor has it any knowledge of any pending or threatened claims or any legal basis for a claim that it has materially breached, any of the terms or conditions of any agreements, contracts or commitments to which it is a party or is bound and which might give rise to a claim by anyone against the Acquisition Shares. Except as described in Exhibit A to the best of its knowledge and belief except as disclosed herein or in the Company Disclosure Documents, the Company is not in default in any material respect under the terms of any outstanding contract, agreement, lease or other commitment which might give rise to a claim against the Acquisition Shares, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease, or other commitment which might give rise to a claim against the Acquisition Shares in respect of which the Company has not taken adequate steps to prevent such a default from occurring.
Material Contract Breaches; Defaults. Except as disclosed herein or in the CAL Disclosure Documents, to the best of the knowledge and belief of the Selling Members, CAL has not materially breached, nor have they any knowledge of any pending or threatened claims or any legal basis for a claim that CAL has materially breached, any of the terms or conditions of any agreements, contracts, or commitments to which it is a party or is bound and which are material to the business, financial condition, or results of CAL’s operations, taken as a whole. Except as disclosed by the CAL Disclosure Documents or as reserved for therein, to the best of their knowledge and belief, neither the Selling Members nor CAL are in default in any material respect under the terms of any outstanding contract, agreement, lease, or other commitment which is material to the business, operations, properties, assets, or condition of CAL, and there is no event of default or other event which, with notice or lapse of time or both, would constitute a default in any material respect under any such contract, agreement, lease or other commitment in respect of which CAL has not taken adequate steps to prevent such a default from occurring.
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