Material Contracts and Material Licenses. Schedule 7.1(k) (as amended from time to time and updated with the delivery of each Compliance Certificate pursuant to Section 8.2), accurately sets out all Material Contracts and Material Licenses. A true and complete certified copy of each Material Contract and Material License existing at the Closing Date has been delivered to Lender and each Material Contract and Material License is in full force and effect. No event has occurred and is continuing which would constitute a material breach of or a default under any such Material Contract or Material License. Each Material Contract to which the Loan Parties are a party is binding upon such Loan Party and, to Borrower’s knowledge, is a binding agreement of each other Person who is a party to the Material Contract. It has obtained, as of the Closing Date, all necessary consents, including consents of landlords, licensees, Government Authorities and other third parties to the granting of a security interest in each Material Contract and Material License pursuant to the Security Documents.
Material Contracts and Material Licenses. At the request of Lender from time to time, provide to Lender certified copies of all Material Contracts and Material Licenses.
Material Contracts and Material Licenses. Perform and observe all the terms and provisions of each Material Contract and each Material License to be performed or observed by it, maintain each such Material Contract and Material License in full force and effect, enforce each such Material Contract and Material License in accordance with its terms.
Material Contracts and Material Licenses. Purchase and Sale Agreement between Stake Technology Ltd., and The Shareholders of Integrated Drying Systems dated May 1, 2003.
Material Contracts and Material Licenses. Schedule 5.20 sets forth a complete and accurate list of all Material Contracts and Material Licenses of the Borrower and each Subsidiary in effect as of the Closing Date. Other than as set forth in Schedule 5.20, each Material Contract and Material License is, and after giving effect to the consummation of the Transactions contemplated by the Loan Documents will be, in full force and effect in accordance with the terms thereof. To the extent requested by the Administrative Agent, the Borrower and each Subsidiary has delivered to the Administrative Agent a true and complete copy of each Material Contract and Material License required to be listed on Schedule 5.20 or any other Schedule hereto or to any other Loan Document. Neither the Borrower nor any Subsidiary is in breach of or in default under any Material Contract and Material License in any respect, except to the extent that any such breach or default could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Material Contracts and Material Licenses. The Company shall not and shall not permit any Guarantor to:
(a) allow any circumstances to arise which would allow any Material Contract or Material License to lapse or be terminated during its term; provided that, for greater certainty, termination of a Material Contract at the end of its term, in the ordinary course of business, is not prohibited hereby;
(b) amend any Material Contract or Material License if such amendment could reasonably be expected to have a Material Adverse Effect; or
(c) assign any Material Contract or Material License, except for assignment to a Security Agent pursuant to the Collateral Documents.
Material Contracts and Material Licenses. The Borrower shall, and shall cause each Guarantor, to:
(i) perform all of its duties and obligations under, comply with all the terms of, and enforce its rights under, the Material Contracts and Material Licenses all in accordance with prudent business practice;
(ii) deliver to the Bank true and complete copies of each Material Contract or Material License and each other contract which has been requested by the Bank, and, if requested by the Bank, execute and deliver to the Bank a specific assignment of each contract in favor of the Bank and use reasonable commercial efforts to obtain the consent to assignment of the other party or parties to each Material Contract or Material License in a form acceptable to the Bank;
(iii) promptly upon request by the Bank, provide the Bank with all information regarding contractual relations of the Borrower of a material nature which is requested by the Bank; and
(iv) use reasonable commercial efforts to obtain and deliver to the Bank the consent of any party that the Bank requests with respect to the Encumbrance on any Material Contract or Material License in favor of the Bank, such consent to be in form and substance acceptable to the Bank.
Material Contracts and Material Licenses. The Borrower shall not, and shall not permit any Guarantor, to:
Material Contracts and Material Licenses. The Company shall and shall cause each Guarantor to:
(a) perform all of its duties and obligations under, comply with all the terms of, and enforce its rights under, the Material Contracts and Material Licenses all in accordance with prudent business practice;
(b) deliver to the holders of Notes true and complete copies of each Material Contract or Material License and each other contract which has been requested by the Required Holders, and, if requested by the Required Holders, execute and deliver to the holders of Notes a specific assignment of each contract in favor of the holders of Notes and use reasonable commercial efforts to obtain the consent to assignment of the other party or parties to each Material Contract or Material License in a form acceptable to the Required Holders;
(c) promptly upon request by the Required Holders, provide the holders of Notes with all information regarding contractual relations of the Company of a material nature which is requested by the Required Holders; and
(d) use reasonable commercial efforts to obtain and deliver to the holders of Notes the consent of any party that the Required Holders request with respect to the Lien on any Material Contract or Material License in favor of the holders of Notes, such consent to be in form and substance acceptable to the Required Holders.
Material Contracts and Material Licenses. (a) Schedule 8S-1 accurately sets out all Material Contracts and Schedule 8S-2 accurately sets out all Material Licenses.
(b) A true and complete certified copy of each Material Contract and Material License has been delivered to the holders of Notes and each Material Contract and Material License is in full force and effect, unamended except as permitted under this Agreement.
(c) No event has occurred and is continuing caused by any member of the Restricted Group or, to the best of the Company's knowledge, caused by any other party to a Material Contract or Material License which would constitute a material breach of or a default under any Material Contract or Material License.
(d) Each Material Contract to which it is a party is binding upon it and, to its knowledge, is a binding agreement of each other Person who is a party to the Material Contract, in each case enforceable in accordance with its terms, subject to any bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors' rights generally.
(e) The Company has not made any prepayments to or received any prepayments from third parties under any Material Contract out of the ordinary course of its business.
(f) Except as set forth on Schedules 8S-1 and 8S-2, no Material Contract or Material License is assignable without the consent of another party to such Material Contract or the issuer or grantor of such Material License.
