Material Contracts and Agreements. (i) All material contracts of the Company or its subsidiaries have been included in the Company SEC Documents, except for those contracts not required to be filed pursuant to the rules and regulations of the SEC.
(ii) Section 3.1(q) of the Company Disclosure Letter sets forth (x) a list of all written or oral contracts, agreements or arrangements to which the Company or any of its subsidiaries is a party or by which the Company or any of its subsidiaries or any of their respective assets is bound which would be required to be filed as exhibits to the Company's Annual Report on Form 10-K for the year ended December 31, 1997, or, based on information currently available to the Company, are expected to be required to be filed as exhibits to the Company's Annual Report on Form 10-K for the year ending December 31, 1998.
Material Contracts and Agreements. SCHEDULE 2.15 includes a list of all material contracts, agreements and instruments to which Parent or Mergerco is a party, true and complete copies of all of which have been delivered by Parent to the Company. All of such material contracts, agreements and instruments constitute valid and binding obligations of Parent and/or Mergerco and, to the Knowledge of Parent, the other parties thereto and are in full force and effect in all material respects, without any material breach by Parent or Mergerco or, to the Knowledge of Parent, any other parties thereto.
Material Contracts and Agreements. (i) All material contracts of Parent or its subsidiaries have been included in the SEC Documents, except for those contracts not required to be filed pursuant to the rules and regulations of the SEC.
(ii) Section 3.2(p) of the Parent Disclosure Letter sets forth a list of all written or oral contracts, agreements or arrangements to which Parent or any of its subsidiaries is a party or by which Parent or any of its subsidiaries or any of their respective assets is bound which would be required to be filed as exhibits to Parent's Annual Report on Form 10-K for the year ending December 31, 1997.
Material Contracts and Agreements. 9 2.22 Taxes.........................................................10 2.23
Material Contracts and Agreements. (i) All material contracts of EVI or its subsidiaries have been included in the EVI SEC Documents, except for those contracts not required to be filed pursuant to the rules and regulations of the SEC.
Material Contracts and Agreements. DISCLOSURE SCHEDULE 3.2.19 lists the parties to, and subject matter of, all material Contracts of the ActaMed Business, including without limitation, all employment or labor contracts, leases or compensation plans. Except as set forth on such Schedule, all Contracts set forth on such list are valid, binding, and in full force and effect, without any breach by ActaMed or, to ActaMed's knowledge, any other party thereto.
Material Contracts and Agreements. With respect to all material contracts, agreements, indentures or instruments not otherwise specifically referred to herein, the Company and, to the best of the Company's knowledge, each other party thereto have in all material respects performed all the obligations required to be performed by them to date, have received no notice of default and are not in default, in any material respect, (with due notice or lapse of time or both) under any material contract, agreement, indenture or other instrument now in effect to which the Company is a party or by which it or its property may be bound. The Company has no present expectation or intention of not fully performing all its obligations under each such material contract, agreement, indenture or other instrument and the Company has no knowledge of any breach and has received no written notice of any anticipated breach by the other party to any material contract or commitment which the Company is a party.
Material Contracts and Agreements. Other than as disclosed on Exhibit 4.22, the Company is not a party to any material contracts or agreements.
Material Contracts and Agreements. Other than as disclosed on Exhibit 6.30, Buyer is not a party to any material contracts or agreements.
Material Contracts and Agreements. (a) Except as listed on Schedule 3.12, there are no contracts or agreements that are material to the business, financial condition, properties, assets, liabilities, results of operations or prospects of the Company and its Subsidiaries taken as a whole.
(b) As of the date hereof and except as disclosed on Schedule 3.12, no default in performance or failure to perform under, and no anticipatory breach of, any of the contracts listed on Schedule 3.12 has occurred or is continuing, and none of the parties to any such contract has alleged that the other has defaulted in performance or failed to perform, other than (i) a default in payment that shall not have continued more than 30 days from the date on which the payment was originally due pursuant to the terms of the applicable contracts, and (ii) a default or failure that is immaterial with respect to all such contracts (provided that all such immaterial defaults or failures in the aggregate are immaterial with respect to all such contracts when taken in the aggregate).
(c) Except as listed on Schedule 3.12, neither the Company nor any Subsidiary is subject to any agreement which restricts competition with any other person or provides that the Company, any Subsidiary or affiliate may not engage in any business or sell or distribute any product or service.
