No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, a violation or breach of, or give an Obligor or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, any Material Contract, Material Project Authorization or Material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledge, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing: (i) all Material Contracts as of the date hereof are set out in Schedule 1.1.84, and true and complete copies thereof have been made available to the Administrative Agent; (ii) there are no material uncured breaches or defaults by any Obligor or, to the Borrower’s Knowledge, by any counterparty thereto, under any Material Contract. All of the Material Contracts set out in Schedule 1.1.84 have been entered into and are in full force and effect, unamended as of the date hereof (except pursuant to amendments identified in Schedule 1.1.84); (iii) to the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto has grounds for rescission, avoidance or repudiation of any Material Contract and no Obligor has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, in a violation or breach ofwhich has not been waived, cured or otherwise remedied or would give an Obligor any Project Party or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, modify any (a) Material Contract, bond or other instrument to which it is bound, (b) Material Project Authorization Authorization, or (c) Material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Company, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:
(i) all Material Contracts as of the date hereof hereof, are set out in Schedule 1.1.84, 1.1(nn) and true and complete copies thereof have been made available to the Administrative AgentInvestor;
(ii) there are no material uncured breaches or defaults by any Obligor orProject Party, nor, to the BorrowerCompany’s Knowledgeknowledge, any other Person, is in default or breach in the observance or performance of any material term, covenant or obligation to be performed by any counterparty thereto, Project Party or such other Person under any Material Contract. All Contract to which it is a party or by which it is otherwise bound (including its property and assets) which has not been cured in accordance with the terms of such Material Contract and each such Material Contract is in good standing, constitutes a legal, valid and binding agreement of each of the Material Contracts set out in Schedule 1.1.84 have been entered into parties thereto, and are is in full force and effect, unamended as and is enforceable in accordance with its terms, except to the extent enforcement may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors’ rights generally and subject to the qualification that equitable remedies may be granted in the discretion of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);a court of competent jurisdiction; and
(iii) to the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto Company has no knowledge of the invalidity of or grounds for rescission, avoidance or repudiation of any such Material Contract and no Obligor neither the Company nor any of its Subsidiaries has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, a violation or breach of, or give an Obligor the Company or any of its Subsidiaries or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, any Material Contract, Material Project Authorization Contract or Material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Company, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:
(i) all Material Contracts as of the date hereof hereof, are set out in Schedule 1.1.84, 1.1(eee) and true and complete copies thereof have been made available to the Administrative AgentPurchaser;
(ii) there are no material uncured breaches or defaults by neither the Company nor any Obligor orof its Subsidiaries, nor, to the Borrower’s KnowledgeCompany's knowledge, any other Person, is in default or breach in the observance or performance of any term, covenant or obligation to be performed by any counterparty theretothe Company, its Subsidiaries or such other Person under any Material Contract. All of the Material Contracts set out in Schedule 1.1.84 have been entered into Contract to which it is a party or by which it is otherwise bound (including its property and are in full force and effect, unamended as of the date hereof (except pursuant to amendments identified in Schedule 1.1.84assets);
(iii) each such Material Contract is in good standing, constitutes a valid and binding agreement of each of the parties thereto, is in full force and effect and is enforceable in accordance with its terms, except to the Borrower’s Knowledgeextent enforcement may be affected by bankruptcy, neither any Obligor nor any counterparty thereto insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors' rights generally and subject to the qualification that equitable remedies may be granted in the discretion of a court of competent jurisdiction; and
(iv) the Company has no knowledge of the invalidity of or grounds for rescission, avoidance or repudiation of any Material Contract and no Obligor neither the Company nor any of its Subsidiaries has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
Samples: Securities Purchase Agreement (IntelGenx Technologies Corp.)
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, in a violation or breach which has not been waived, cured or otherwise remedied, in any material respect of, or would give an Obligor or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, modify any (a) Material Contract, (b) Material Project Authorization or Material (c) material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Company, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:
(i) all Material Contracts as of the date hereof are set out in Schedule 1.1.841.1(lll) of the Disclosure Letter, and true and complete copies thereof have been made available to the Administrative AgentInvestor;
(ii) there are no material uncured breaches or defaults by the Company or any Obligor of its Subsidiaries or, to the BorrowerCompany’s Knowledgeknowledge, by any counterparty thereto, under any Material Contract. All of the Material Contracts set out in Schedule 1.1.84 1.1(lll) of the Disclosure Letter have been entered into and are in full force and effect, unamended as of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);hereof; and
(iii) to the BorrowerCompany’s Knowledgeknowledge, neither the Company nor any Obligor of its Subsidiaries nor any counterparty thereto has grounds for rescission, avoidance or repudiation of any Material Contract and no Obligor neither the Company nor any of its Subsidiaries has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, in a violation or breach which has not been waived, cured or otherwise remedied, in any material respect of, or would give an Obligor or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, modify any (a) Material Contract, (b) Material Project Authorization or Material (c) material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Borrower and the Guarantors, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:.
(i) all Material Contracts as of the date hereof Effective Date are set out in Schedule 1.1.841.1.116, and true and complete copies thereof have been made available to the Administrative Agent;
(ii) there are no material uncured breaches or defaults by any Obligor orObligor, nor, to the Borrower’s Knowledgeor any Guarantor’s knowledge, any other Person, is in default or breach in the observance or performance of any material term, covenant or obligation to be performed by any counterparty thereto, an Obligor or such other Person under any Material Contract. All Contract to which an Obligor is a party or by which it is otherwise bound (including its property and assets) which has not been cured in accordance with the terms of such Material Contract and each such Material Contract is in good standing, constitutes a valid and binding agreement of each of the Material Contracts set out in Schedule 1.1.84 have been entered into and are parties thereto, is in full force and effecteffect and is enforceable in accordance with its terms, unamended as except to the extent enforcement may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors’ rights generally and subject to the qualification that equitable remedies may be granted in the discretion of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);a court of competent jurisdiction; and
(iii) to no Obligor has any knowledge of the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto has invalidity of or grounds for rescission, avoidance or repudiation of any such Material Contract and no Obligor has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, a violation or breach of, or give an any Obligor or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, any Material Contract, Material Project Authorization or Material Order to which it is a party or by which it or its properties and assets may be bound, and, to the knowledge of the Borrower’s Knowledge, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:
(i) all Material Contracts as of the date hereof hereof, are set out in Schedule 1.1.841.1.95, and true and complete copies thereof have been made available to the Administrative Agent;
(ii) there are no material uncured breaches or defaults by any Obligor orNo Obligor, nor, to the Borrower’s Knowledgeknowledge, any other Person, is in default or breach in the observance or performance of any term, covenant or obligation to be performed by any counterparty thereto, the Obligor or such other Person under any Material Contract. All Contract to which any Obligor is a party or by which it is otherwise bound (including its property and assets) and each such Material Contract is in good standing, constitutes a valid and binding agreement of each of the Material Contracts set out in Schedule 1.1.84 have been entered into and are parties thereto, is in full force and effecteffect and is enforceable in accordance with its terms, unamended as except to the extent enforcement may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors’ rights generally and subject to the qualification that equitable remedies may be granted in the discretion of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);a court of competent jurisdiction; and
(iii) to the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto Borrower has no knowledge of the invalidity of or grounds for rescission, avoidance or repudiation of any such Material Contract and no Obligor has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
Samples: Credit Agreement
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, in a violation or breach ofwhich has not been waived, cured or otherwise remedied or would give an Obligor any Project Party or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, modify any (a) Material Contract, bond or other instrument to which it is bound, (b) Material Project Authorization Authorization, or (c) Material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Company, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:
(i) all Material Contracts as of the date hereof hereof, are set out in Schedule 1.1.84, 1.1(zz) and true and complete copies thereof have been made available to the Administrative AgentInvestor;
(ii) there are no material uncured breaches or defaults by any Obligor orProject Party, nor, to the BorrowerCompany’s Knowledgeknowledge, any other Person, is in default or breach in the observance or performance of any material term, covenant or obligation to be performed by any counterparty thereto, Project Party or such other Person under any Material Contract. All Contract to which it is a party or by which it is otherwise bound (including its property and assets) which has not been cured in accordance with the terms of such Material Contract and each such Material Contract is in good standing, constitutes a legal, valid and binding agreement of each of the Material Contracts set out in Schedule 1.1.84 have been entered into parties thereto, and are is in full force and effect, unamended as and is enforceable in accordance with its terms, except to the extent enforcement may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors’ rights generally and subject to the qualification that equitable remedies may be granted in the discretion of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);a court of competent jurisdiction; and
(iii) to the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto Company has no knowledge of the invalidity of or grounds for rescission, avoidance or repudiation of any such Material Contract and no Obligor neither the Company nor any of its Subsidiaries has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
No Defaults; Material Contracts. No event has occurred or circumstance exists that (with or without the giving of notice or lapse of time or both) has contravened, conflicted with or resulted in, or may contravene, conflict with or result in, in a violation or breach which has not been waived, cured or otherwise remedied, in any material respect of, or would give an Obligor or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify, modify any (a) Material Contract, (b) Material Project Authorization or Material (c) material Order to which it is a party or by which it or its properties and assets may be bound, and, to the Borrower’s Knowledgeknowledge of the Borrower and the Guarantors, each other Person that is party thereto is in compliance in all material respects with the terms and requirements thereof. Without limiting the generality of the foregoing:.
(i) all Material Contracts as of the date hereof Effective Date are set out in Schedule 1.1.841.1.120, and true and complete copies thereof have been made available to the Administrative AgentInitial Lender;
(ii) there are no material uncured breaches or defaults by any Obligor orObligor, nor, to the Borrower’s Knowledgeor any Guarantor’s knowledge, any other Person, is in default or breach in the observance or performance of any material term, covenant or obligation to be performed by any counterparty thereto, an Obligor or such other Person under any Material Contract. All Contract to which an Obligor is a party or by which it is otherwise bound (including its property and assets) which has not been cured in accordance with the terms of such Material Contract and each such Material Contract is in good standing, constitutes a valid and binding agreement of each of the Material Contracts set out in Schedule 1.1.84 have been entered into and are parties thereto, is in full force and effecteffect and is enforceable in accordance with its terms, unamended as except to the extent enforcement may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Applicable Laws affecting creditors’ rights generally and subject to the qualification that equitable remedies may be granted in the discretion of the date hereof (except pursuant to amendments identified in Schedule 1.1.84);a court of competent jurisdiction; and
(iii) to no Obligor has any knowledge of the Borrower’s Knowledge, neither any Obligor nor any counterparty thereto has invalidity of or grounds for rescission, avoidance or repudiation of any such Material Contract and no Obligor has received notice from any counterparty to any Material Contract of any intention on the part of such counterparty to terminate any such Material Contract or repudiate or disclaim any transaction contemplated thereby.
Appears in 1 contract
