Prior Acquisitions Sample Clauses

Prior Acquisitions. (a) Schedule 3.21 sets forth a list all of the companies, entities and businesses acquired by the Group Companies in the last 2 years involving the payment by the Group Companies of more than US$1,000,000 (in stock and/or cash). The Company has made available to the Buyer the agreements, Contracts and instruments entered into by the Group Companies in connection with such acquisitions (the “Previous Acquisition Agreements”). Except as described on Schedule 3.21, the payments required to be made by the Group Companies under the terms of the Previous Acquisition Agreements or any other acquisitions made by the Group Companies without regard to when such acquisitions were made (the “Residual Payments”) do not exceed US$500,000.

Prior Acquisitions. The Acquisitions funded with advances made by the Parent described on Schedule 11 attached hereto. Projections. See Section 4.17. Properties. See Section 4.20. PST. Pegasus Satellite Television, Inc., a Delaware corporation.

Prior Acquisitions. Except as set forth in Schedule 3.24 of the Disclosure Schedule, no claims, amounts owed, liabilities, Encumbrances, legal proceedings or any other obligations of any kind are due or were incurred or outstanding in connection with any acquisitions made by CCI, except as already recorded on the Financial Statements heretofore delivered to the Buyer.

Prior Acquisitions. Section 2.2.17 of the Seller Disclosure Schedule sets forth a list, which is true and complete, of all pending and, to the Knowledge of Seller, threatened indemnification claims by or against Seller or any member of the Target Group under any agreement for the acquisition of any assets, business or Person by, or for the benefit of, Target or any other member of the Target Group.

Prior Acquisitions. Schedule 4.26 sets forth a complete and accurate list of (i) all transactions pursuant to which the Company has acquired any other Person, or the business or assets of another Person constituting a business or a line of business (each, a “Prior Acquisition”), and (ii) a summary of the material terms of any continuing indemnification, payment or other material obligations with respect to each Prior Acquisition. Copies of all material agreements relating to each Prior Acquisition have been made available to Buyer.

Prior Acquisitions. (a) Except as set forth on Schedule 3.21(a), since January 1, 2014, no Acquired Entity or other member of the Relevant Group (with respect to the Business) has acquired or agreed to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof (each, a “Prior Acquisition”). The Sellers have made available to Buyer true, correct and complete copies of all definitive purchase agreements, disclosure schedules and all material ancillary Contracts executed and delivered in connection with the Prior Acquisitions (collectively, the “Prior Acquisition Agreements”). (b) Except as set forth on Schedule 3.21(b), all consideration, payments, deferred consideration, installment payment, working capital adjustment, earn-out or similar payments required under any of the Prior Acquisition Agreements have been fully and completely paid or satisfied. Since January 1, 2014, there have been no indemnity claims made by any Person under any Prior Acquisition Agreement. To the Knowledge of Sellers, no event has occurred or circumstance exists that could reasonably be expected to give rise to, or serve as the basis for, any indemnity claim by any Person under any Prior Acquisition Agreement.

Prior Acquisitions. (a) The Seller has not received or given any written or, to the knowledge of the Seller, oral notice of any breach by any party to the Span-Alaska Agreement of, or any failure by any such party to perform, any representation, warranty, covenant or other provision of that certain Equity Purchase Agreement, dated March 31, 2014 by and among Midnight Sun Transportation Services, LLC, a Subsidiary of Span Acquisition (“Midnight Sun”), Alaska Freight Express, LLC, formerly Alaska Freight Express, Inc. and a Subsidiary of Span Acquisition (“Alaska Freight”), Span-Alaska Transportation, LLC, formerly Span Alaska Transportation, Inc. and a Subsidiary of the Company (“Span-Alaska”), Span Acquisition Co., LLC, a Subsidiary of the Company (“Span Acquisition”), and the sellers party thereto (the “Span-Alaska Agreement”), pursuant to which Midnight Sun, Alaska Freight and Span-Alaska were acquired by Span Acquisition nor to the knowledge of the Seller has there occurred, any event, occurrence, facts or circumstances that has resulted in or would reasonably be expected to result in any breach of the provisions of the Span-Alaska Agreement. The Seller has not received written or, to the knowledge of the Seller, oral notice of, nor to the knowledge of the Seller has there occurred, any event, occurrence, facts or circumstances has resulted in, or would reasonably be expected to result in a claim being made under that certain representation and warranty insurance policy, dated March 31, 2014, insured by Scottsdale Insurance Company (Policy No. CNS0000109), Arch Specialty Insurance Company (Policy No. RWP930001900) and Steadfast Insurance Company (Policy No. DOC 5532670-00) in connection with the Span-Alaska Agreement (“Span-Alaska R&W Policy”). The execution, delivery and performance by the Seller of this Agreement and the Ancillary Agreements, and the consummation of the transactions contemplated hereby, will not give rise to any right of any party to terminate or otherwise modify any of the Company’s or any of its Subsidiaries’ rights or obligations under the Span-Alaska Agreement and the Span-Alaska R&W Policy.

Prior Acquisitions. Section 3.30 of the Disclosure Schedule contains a true, complete and correct list of any merger, stock purchase, asset acquisition or similar transaction by any Seller Party relating to the Business (collectively, the “Prior Acquisitions”), including whether any Seller Party has any continuing obligations with respect thereto, including without limitation, obligations to pay any remaining portion of the applicable purchase price, whether represented by a promissory note or otherwise, and whether or not in the form of a deferred purchase price or contingent consideration. As of the date hereof, no Seller Party has any continuing obligations or Liabilities with respect to the acquisition of certain assets of North ▇▇▇▇▇ Capital Benefits LLC or the acquisition of certain assets of Landmark Group of Brighton, Inc., including, without limitation, any obligation to pay any earn out or contingent consideration.

Prior Acquisitions. The Company has made available to VisionChina the Contracts and instruments entered into by the Group Companies in connection with all companies, entities and businesses acquired by the Group Companies in the last five (5) years involving the payment by the Group Companies of more than US$1,000,000 (in stock and/or cash) (the “Previous Acquisition Agreements”). No payments are or will be required to be made by the Group Companies under the terms of the Previous Acquisition Agreements or any other acquisitions made by the Group Companies without regard to when such acquisitions were made.