Common use of No Default or Breach; Contractual Obligations Clause in Contracts

No Default or Breach; Contractual Obligations. All of the --------------------------------------------- Contractual Obligations which are material to the Condition of the Company are valid, subsisting, in full force and effect and binding upon the Company and any relevant Subsidiary, as applicable and, to the best knowledge of the Company, upon each other party thereto and the Company or its Subsidiary, as applicable, has paid in full or accrued all amounts due thereunder and has satisfied in full or provided for all of its liabilities and obligations thereunder in all material respects. To the knowledge of the Company, no other party to any such Contractual Obligation is in default thereunder, nor does any condition exist that with notice or lapse of time or both would constitute a default by such other party thereunder. Neither the Company nor any Subsidiary has received notice of any default under, nor are they in default under or with respect to, any Contractual Obligation of the Company or any relevant Subsidiary in any respect, which, individually or together with all such defaults, could have a material adverse effect on (a) the Condition of the Company or (b) the ability of the Company to perform its obligations under this Agreement or the other Transaction Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synapse Group Inc)

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No Default or Breach; Contractual Obligations. All Except for the --------------------------------------------- Old Credit Agreement, all of the --------------------------------------------- Contractual Obligations which are material to the Condition of the Company are valid, subsisting, in full force and effect and binding upon the Company and any relevant Subsidiary, as applicable and, to the best knowledge of the Company, upon each other party thereto except as such enforceability may be limited by bankruptcy, moratorium or similar laws affecting or relating to creditors' rights generally, and general principles of equity, and the Company or its Subsidiary, as applicable, has paid in full or accrued all amounts due thereunder and has satisfied in full or provided for all of its liabilities and obligations thereunder in all material respects. To the knowledge of the Company, no other party to any such Contractual Obligation is in default thereunder, nor does any condition exist that with notice or lapse of time or both would constitute a default by such other party thereunder. Neither the The Company nor any Subsidiary has not received notice of any default underof, nor are they and is not in default under or with respect to, any Contractual Obligation of the Company or any relevant Subsidiary in any respect, which, individually or together with all such defaults, could have a material adverse effect on (ai) the Condition of the Company or (bii) the ability of the Company to perform its obligations under this Agreement or the other Transaction Documents.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Synapse Group Inc)

No Default or Breach; Contractual Obligations. All Except as set forth in Schedule 3.8, the Company has not received notice of, and is not in default under, or with respect to, any Contractual Obligation in any respect, which, individually or together with all such defaults, could have a material adverse effect on (i) the Condition of the --------------------------------------------- Company or (ii) the ability of the Company to perform its obligations under this Agreement or the other Transaction Documents. Schedule 3.8 lists all of the Contractual Obligations to which the Company is a party, whether written or oral, other than this Agreement, which involve an amount in excess of $100,000 or which are otherwise material to the Condition of the Company Company. All of such Contractual Obligations are valid, subsisting, in full force and effect and binding upon the Company and any relevant Subsidiary, as applicable and, to the best knowledge of the Company, upon each the other party thereto parties thereto, and the Company or its Subsidiary, as applicable, has paid in full or accrued all amounts due thereunder and has satisfied in full or provided for all of its liabilities and obligations thereunder thereunder, and is not in all material respectsdefault under any of them. To the knowledge of the Company, no other party to any such Contractual Obligation is in default thereunder, nor does any condition exist that with notice or lapse of time or both would constitute a default by such other party thereunder. Neither Except as separately identified on Schedule 3.8, the Company nor any Subsidiary has received notice of any default under, nor are they in default under is not a party to or with respect to, bound by any Contractual Obligation of the Company or any relevant Subsidiary in any respect, which, that individually or together with all such defaults, could have a material adverse effect on (a) in the aggregate adversely affects the Condition of the Company or (b) the ability of the Company to perform its obligations under this Agreement or the other Transaction DocumentsCompany.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Proxicom Inc)

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No Default or Breach; Contractual Obligations. All of the --------------------------------------------- Contractual Obligations which are material to the Condition of the Company are valid, subsisting, in full force and effect and binding upon the Company and any relevant Subsidiary, as applicable and, to the best knowledge of the Company, upon each other party thereto except as such enforceability may be limited by bankruptcy, moratorium or similar laws affecting or relating to creditors' rights generally, and general principles of equity, and the Company or its Subsidiary, as applicable, has paid in full or accrued all amounts due thereunder and has satisfied in full or provided for all of its liabilities and obligations thereunder in all material respects. To the knowledge of the Company, no other party to any such Contractual Obligation is in default thereunder, nor does any condition exist that with notice or lapse of time or both would constitute a default by such other party thereunder. Neither the The Company nor any Subsidiary has not received notice of any default underof, nor are they and is not in default under or with respect to, any Contractual Obligation of the Company or any relevant Subsidiary in any respect, which, individually or together with all such defaults, could have a material adverse effect on (a) the Condition of the Company or (b) the ability of the Company to perform its obligations under this Agreement or the other Transaction Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synapse Group Inc)

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