MATERIAL CONTRACTS AND COMMITMENTS; CURE COSTS Clause Samples

MATERIAL CONTRACTS AND COMMITMENTS; CURE COSTS. (a) Schedule 3.06 (a) hereto constitutes a full and complete list, as of the date hereof, of the possible Assigned Contracts. Except as indicated on Schedule 1.01(c) or Schedule 3.06(a), the Sellers are not in breach or violation, or in default under, any of the possible Assigned Contracts, and upon entry of the Sale Order, the execution of this Agreement and the consummation of the transactions contemplated hereby will not constitute a default or breach under the possible Assigned Contracts; and except as specifically indicated on Schedule 1.01(c) or Schedule 3.06(a), the execution of this Agreement and the consummation of the transactions contemplated hereby will not give rise to any consent requirement under any of the possible Assigned Contracts for which consent has not already been obtained ("Required Consents"). All of the contracts listed on Schedule 1.01(c) and Schedule 3.06(a) are in full force and effect and have not been modified or amended in any material respect, except as set forth on Schedule 1.01(c) or Schedule 3.06 (a) To Sellers' Knowledge, there exists no reason why any one of the possible Assigned Contracts or Government Contracts cannot be assumed and assigned. (b) Schedule 3.06(b) contains a list of all Government Contracts (as hereinafter defined) as of the date hereof, true, complete and correct copies of which have been provided or made available to Buyer. Except as set forth in Schedule 3.06(b) and except for the commencement of the Chapter 11 Cases, to Sellers' Knowledge: (i) no Seller has taken any action or omitted to take any action required under the terms of a Government Contract which would cause a material breach or default under such Government Contract or cause a Seller to be subject to disqualification or removal from any capacity which a Seller now occupies with respect to, or as a result of the Government Contracts, either directly or as a subcontractor, consultant or otherwise, nor has any Seller been disqualified or removed from any such capacity; (ii) no Seller has received notice of any default under, or notice of any violation of the terms of, any Government Contract, other than those relating to the commencement of the Chapter 11 Cases; (iii) no Seller is participating in, or is the subject of, any investigation by an Governmental Authority relating to the Government Contracts, billings, claims or business practices that is reasonably lik▇▇▇ ▇▇ ▇ead to criminal or material civil penalties or the cancellation of...