Common use of Purchase Commitments and Outstanding Bids Clause in Contracts

Purchase Commitments and Outstanding Bids. Seller has previously ----------------------------------------- delivered to Buyer a complete and accurate list of all accepted and unfilled orders and commitments, all of which orders and commitments were made in the ordinary course of business. As of the date of this Agreement, there are no claims with respect to the Business against Seller requesting or requiring the return of merchandise by reason of alleged overshipments, defective merchandise or otherwise, or the return of merchandise in the hands of customers under an understanding that such merchandise would be returnable. No outstanding purchase or outstanding lease commitment of Seller presently is in excess of the normal, ordinary and usual requirements or capacity of the Business, or was made at any price in excess of or materially less than the now current market price or contains terms and conditions other than those usual and customary in the Business. There is no outstanding bid, proposal, Contract or unfilled order which relates to the Assets which will or would, if accepted, have a material adverse effect, individually or in the aggregate, on the Business or the Assets or will or would, if accepted, reasonably be expected to result in a net loss to Seller.

Purchase Commitments and Outstanding Bids. Seller has previously ----------------------------------------- delivered to Buyer Schedule 4.24 sets forth (i) a complete and accurate list of all each accepted and unfilled unfulfilled order for the sale of merchandise having a value in excess of $10,000 entered into by Seller as of the date of this Agreement, and (ii) a list of orders or commitments for the purchase of supplies having a value in excess of $10,000 entered into by Seller as of the date of this Agreement, which lists are accurate and commitments, complete in all of which material respects. All such orders and commitments were made in the ordinary course of business. As of the date of this Agreement, there are no claims with respect to the Business against Seller requesting or requiring the to return of merchandise by reason of alleged overshipmentsover-shipments, defective merchandise or otherwise, or the return of merchandise in the hands of customers under an understanding that such merchandise would be returnable. No outstanding purchase or outstanding lease commitment of Seller presently is in excess of the normal, ordinary and usual requirements or capacity of the Business, Business or was made at any price in excess of or materially less than the now current market price or contains terms and conditions other more onerous than those usual and customary in the Business. There is no outstanding bid, proposal, Contract or unfilled order which relates to the Assets which will or wouldcould, if accepted, have a material adverse effect, individually or in the aggregate, on the Business or the Assets or will or would, if accepted, reasonably be expected to result in a net loss to SellerSeller Material Adverse Effect.

Purchase Commitments and Outstanding Bids. Seller has previously ----------------------------------------- delivered to Buyer a complete and accurate list of all accepted and unfilled orders and commitments, all of which orders and commitments were made in the ordinary course of business. As of the date of this Agreement, there are no claims with respect material claims, individually or in the aggregate, against Seller relating to the Lottery Assets or the Business against Seller requesting or requiring the to return of merchandise by reason of production or mailing errors, alleged overshipments, defective merchandise or otherwise, or the return of merchandise in the hands of customers under an understanding that such merchandise would be returnable. No outstanding purchase order or commitment or outstanding lease commitment of Seller relating to the Lottery Assets or the Business presently is materially in excess of the normal, ordinary and usual requirements or capacity of the Business, Business or was made at any price materially in excess of or materially less than the now current market price or contains terms and conditions other materially more onerous than those usual and customary in the Businesslottery business. There is no outstanding bid, proposal, Contract or unfilled order which relates to the Assets which will or would, if accepted, have a material adverse effectMaterial Adverse Effect, individually or in the aggregate, on the Business Lottery Assets or the Assets Business or will or would, if accepted, reasonably be expected to result in be sold at a net loss to price that includes less than Seller's ordinary and customary margins, taking into account competitive conditions.