Performance of Contracts, Etc. Except to the extent contested in good faith, the Borrower shall perform according to and shall comply with all of its contractual obligations and all requirements of law if nonperformance thereof would materially and adversely affect the business or credit of the Borrower on an individual basis or would materially impair the ability of the Borrower to perform this Loan Agreement, the Regulatory Agreement, or the Note or any other agreement or instrument herein or therein contemplated.
Performance of Contracts, Etc. Except as set forth in Schedule 4.10, none of the Seller or any of its Affiliates is in breach or violation of, or in default under, any Material Contract. To the Seller’s Knowledge, all Material Contracts are currently in full force and effect and enforceable in accordance with their terms. To the Seller’s Knowledge, all Material Contracts will continue in full force and effect after the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement, without breaching the terms thereof or resulting in the forfeiture or impairment of any rights thereunder and without the consent of any other Person, except as set forth in Schedule 4.3(b). To the Seller’s Knowledge, the Seller or its Affiliates have fulfilled and performed in all material respects their respective obligations under each Material Contract and are not, and have not been alleged to be, in breach or violation of, or in default under, any Material Contract. To the Seller’s Knowledge, the other parties to each Material Contract have fully complied in all material respects with their obligations thereunder and are not in material breach or violation thereof. The Seller is not currently renegotiating any Material Contract (except in the Ordinary Course of Business) or paying liquidated damages in lieu of performance thereunder. Complete and correct copies of each Material Contract have been made available to the Buyer by the Seller.
Performance of Contracts, Etc. Neither the Company nor any of the other Loan Parties is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any contract, agreement, indenture, mortgage, lease or other binding understanding or arrangement of any such Person, and no condition exists that, with the giving of notice or the lapse of time or both, would constitute such a default, in each case, that could have a Material Adverse Effect.
Performance of Contracts, Etc. Neither the Borrower nor any of the other Loan Parties is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any contract, agreement, indenture, mortgage, lease or other binding understanding or arrangement of any such Person, and no condition exists that, with the giving of notice or the lapse of time or both, would constitute such a default, in each case, that could reasonably be expected to have a Material Adverse Effect.
Performance of Contracts, Etc. Debtor shall perform according to and shall comply with those contractual obligations of Debtor, non-performance of which would adversely affect the business of Debtor or would impair the ability of Debtor to perform this Agreement.
Performance of Contracts, Etc. The Company is not in default under, nor have they breached any provision of, any contract, agreement, document, lease, license, permit, instrument, indenture, insurance policy, or other obligation of the Company, and there are no oral modifications or past practices inconsistent with the written terms of any of the foregoing. All of such contracts, agreements, instruments, documents, leases, licenses, permits, indentures, policies and other obligations are currently in full force and effect. The other parties to such contracts, agreements, instruments, documents, leases, licenses, permits, indentures, policies and other obligations have complied with their obligations thereunder and are not in breach thereof. The Company has fully performed each such term, condition and covenant of each such contract, agreement, instrument, document, lease, license, permit, indenture, policy or other obligation required to be performed on or prior to the date hereof. The Shareholders know of no state of facts which, with the giving of notice or the passing of time, or both, would give rise to any default.
Performance of Contracts, Etc. (a) The Seller is appointed by and in good standing with the Airlines Reporting Corporation (“ARC”) and the International Airlines Travel Agent Network (“IATAN”), has no sales unreported to ARC and IATAN, and has received no notice of any disputes with ARC, IATAN, or any other travel suppliers, except as set forth in the Disclosure Schedule. The Seller has received no written notice that any existing client intends to stop doing business with the Seller or to put out an RFP with respect to such business.
(b) The Seller is not in material Breach under, nor has it Breached any provision of (if such past Breach has a continuing Material Adverse Effect), any Contract to which it is a party or by which it is bound, and there is no material oral modification inconsistent with the terms of any Contract. All of such Contracts are currently in full force and effect. To the Knowledge of the Seller, the other parties to such Contracts have fully complied with their material obligations thereunder and are not in material Breach thereof. The Seller fully has performed each material term, condition and covenant of each such Contract required to be performed by it on or prior to the date hereof. No event has occurred or circumstance exists that (with or without notice or lapse of time) is reasonably likely to give rise to or result in a Breach of, or give the Seller or other Person the right to declare a Breach or exercise any remedy under, or to accelerate the maturity or performance of, or payment under, or to cancel, terminate or modify, any Contract of the Seller, except as may not reasonably be likely to have a Material Adverse Effect.
(c) To the Knowledge of the Seller, no Contract identified in Section 4.11 hereto will upon completion or performance thereof have a Material Adverse Effect on the Business.
(d) To the Knowledge of the Seller, there are no renegotiations of, attempts to renegotiate, or outstanding rights to renegotiate any material amounts paid or payable to the Seller under current or completed Contracts with any Person and no such Person has made written demand for such renegotiations.
(e) Each Contract relating to the sale, design, manufacture or provision of products or services by the Seller has been entered into in the Ordinary Course of the Business and has been entered into without the commission of any act alone or in concert with any other Person, or any consideration having been paid or promised, that is or would be in violation of any Laws...
Performance of Contracts, Etc. Each Debtor shall perform according to and shall comply with those contractual obligations of such Debtor, non-performance of which would materially adversely affect the business of such Debtor or would impair the ability of such Debtor to perform this Agreement.
Performance of Contracts, Etc. Qualipart is not in default under, nor has it breached any provision of, any contract, agreement, instrument, document, lease, license, permit, indenture, insurance policy or other obligation of Qualipart, and there is no material oral modification or past practice inconsistent with the written terms of any of the foregoing. All of such contracts, agreements, instruments, documents, leases, licenses, permits, indentures, policies and other obligations are currently in full force and effect. To the knowledge of Qualipart and the Quotaholders, the other parties to such contracts, agreements, instruments, documents, leases, licenses, permits, indentures, policies and other obligations have complied with their obligations thereunder and are not in breach thereof. Qualipart fully has performed each such term, condition and covenant of each such contract, agreement, instrument, document, lease, license, permit, indenture, policy or other obligation required to be performed on or prior to the date hereof. Qualipart and the Quotaholders know of no state or facts which, with the giving of notice or the passing of time, or both, would give rise to any default.
Performance of Contracts, Etc. Buyer shall assume and agree to observe, perform, fulfill and discharge the terms and conditions to be observed, performed and discharged by the Sellers under the Contracts, excepting however, any Contract the assignment of which requires the consent of any third party if such consent is not hereafter obtained and the contract party whose consent is required objects or declines to agree to the assignment for no consideration other than the Buyer's agreement to assume the Sellers' obligations thereunder; provided, that until such time as a third party objects or declines to agree to the assignment of a Contract to the Buyer or otherwise makes a claim against the Buyer or the Sellers based on the assignment of such Contract without such third party's consent, such Contract shall be treated by the parties hereto as if it has been assumed by the Buyer for all other purposes hereunder, and the Buyer shall perform the obligations of the Sellers under such Contract and under this Agreement in the same manner as if it had in fact been assigned to and assumed by the Buyer.
