Common use of No Breach of Material Contracts Clause in Contracts

No Breach of Material Contracts. All Material Contracts are in the written form previously provided to Parent, and all unexecuted versions of such Material Contracts that have been previously provided to Parent are complete and accurate versions of the executed versions of such Material Contracts. Except for such Material Contracts that remain executory, each of the Company and its subsidiaries has performed all of the material obligations required to be performed by it as of the Execution Date and is entitled to all benefits under, and, to the Company’s knowledge, is not alleged to be in material breach or default in respect of any Material Contract. Each of the Material Contracts is in full force and effect (except for those Material Contracts that expire after the Execution Date in accordance with their terms as of the Execution Date) and enforceable against the other party thereto, unamended except as provided to Parent, and there exists no default or event of default or event, occurrence, condition or act, with respect to the Company or its subsidiaries or, to the Company’s knowledge, with respect to the other contracting party, that, with the giving of notice, the lapse of the time or the happening of any other event or conditions, would become a default or event of default under any Material Contract or would give any Person the right to exercise any remedy, or the right to any rebate, chargeback, refund, penalty or change in delivery schedule, except to the extent as would not be reasonably expected to have a Company Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cash Systems Inc), Agreement and Plan of Merger (Global Cash Access Holdings, Inc.)

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No Breach of Material Contracts. All Material Contracts are in the -------------------------------- written form previously provided or made available to Parent, and all unexecuted versions of such Material Contracts that have been previously provided to Parent are complete and accurate versions of the executed versions of such Material Contracts. Except for such Material Contracts that remain executoryas disclosed in Schedule 2.22, each of the Company and its subsidiaries has performed all of the material obligations required to be performed by it as of the Execution Date date hereof and is entitled to all benefits under, and, to the Company’s 's knowledge, is not alleged to be in material breach or default in respect of any Material Contract. Each of the Material Contracts is in full force and effect (except for those Material Contracts that expire after with respect to the Execution Date in accordance with their terms as of the Execution Date) and enforceable against the other party theretoCompany, unamended except as provided or made available to Parent, and and, except as disclosed in Schedule 2.22, there exists no default or event of default or event, occurrence, condition or act, with respect to the Company or its subsidiaries or, to the Company’s 's knowledge, with respect to the other contracting party, thatwhich, with the giving of notice, the lapse of the time or the happening of any other event or conditions, would become a default or event of default under any Material Contract or would give any Person the right to exercise any remedy, or the right to any rebate, chargeback, refund, penalty or change in delivery schedule, except to the extent as such defaults, remedies, penalties or changes have not had and would not be reasonably expected to have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Voting Agreement (Gish Biomedical Inc)

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No Breach of Material Contracts. All Material Contracts are in ---------------------------------- the written form previously provided or made available to Parent, and all unexecuted versions of such Material Contracts that have been previously provided to Parent are complete and accurate versions of the executed versions of such Material Contracts. Except for such Material Contracts that remain executoryas disclosed in Schedule 2.22, each of the Company and its subsidiaries has performed all of the material obligations required to be performed by it as of the Execution Date date hereof and is entitled to all benefits under, and, to the Company’s 's knowledge, is not alleged to be in material breach or default in respect of any Material Contract. Each of the Material Contracts is in full force and effect (except for those Material Contracts that expire after with respect to the Execution Date in accordance with their terms as of the Execution Date) and enforceable against the other party theretoCompany, unamended except as provided or made available to Parent, and and, except as disclosed in Schedule 2.22, there exists no default or event of default or event, occurrence, condition or act, with respect to the Company or its subsidiaries or, to the Company’s 's knowledge, with respect to the other contracting party, thatwhich, with the giving of notice, the lapse of the time or the happening of any other event or conditions, would become a default or event of default under any Material Contract or would give any Person the right to exercise any remedy, or the right to any rebate, chargeback, refund, penalty or change in delivery schedule, except to the extent as such defaults, remedies, penalties or changes have not had and would not be reasonably expected to have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Cardiotech International Inc)

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