Purchaser Material Contracts. Except for (a) agreements, commitments, arrangements, leases or other instruments disclosed in the Purchaser Disclosure Letter, (b) agreements, commitments, arrangements, leases or other instruments disclosed in the Purchaser's Annual Report on Form 10-K for the year ended December 31, 1995, or in any Purchaser SEC Documents filed thereafter, and (c) other agreements, commitments, arrangements, leases or other instruments entered into in the ordinary course of business (collectively the "Purchaser Material Contracts"), neither the Purchaser nor any of its Subsidiaries is a party to any material agreements, commitments, arrangements, leases or other instruments. Assuming due authorization and execution by the other parties thereto, to the knowledge of the Purchaser, each of the Purchaser Material Contracts is valid, binding, and in full force and effect in all material respects and enforceable by the Purchaser or such Subsidiary, as the case may be, in accordance with its respective terms. The Purchaser or such Subsidiary, as the case may be, has materially performed its obligations under such Purchaser Material Contracts in accordance with the terms thereof and, to the knowledge of the Purchaser, the other parties to such Purchaser Material Contracts are not in default under any Purchaser Material Contract as to which it is reasonably foreseeable that an adverse determination would result in a Material Adverse Effect on the Purchaser. Except as set forth in the Purchaser Disclosure Letter, neither the Purchaser nor any of its Subsidiaries has received notice from any person alleging that the Purchaser or any of its Subsidiaries is in default under any Purchaser Material Contract as to which it is reasonably foreseeable that an adverse determination would result in a Material Adverse Effect on the Purchaser.
Purchaser Material Contracts. (a) Except for this Agreement and except for the Contracts filed as part of the Purchaser Public Disclosure Record, Section (19)(a) of the Purchaser Disclosure Letter sets forth a true and complete list of the following Contracts to which the Purchaser or its Subsidiaries is a party or to which it is bound:
Purchaser Material Contracts. Each material Contract to which a Purchaser Group Company is a party (a “Purchaser Material Contract”) is a legal, valid and binding obligation of such Purchaser Group Company and to the Purchaser’s knowledge, the other parties thereto, in each case subject to the Bankruptcy and Equity Exception. Neither any Purchaser Group Company nor, to the Purchaser’s knowledge and as of the date hereof, any other party thereto, is in breach or violation of, or default under, any Purchaser Material Contract and no event has occurred or not occurred through any Purchaser Group Company’s or, to the Purchaser’s knowledge, the action or inaction of any Third Party, that with notice or lapse of time or both would constitute a breach or violation of, or default under, any Purchaser Material Contract. No Purchaser Group Company has received any written claim or notice of default, termination or cancellation under any Purchaser Material Contract.
Purchaser Material Contracts. (a) Except for this Agreement and the OB Transaction, the Purchaser is not a party to any Contract that would be required to be filed (assuming completion of the Liquidity Event (as defined in the Agency Agreement)) by Part 12 of National instrument 51-102 – Continuous Disclosure Obligations (each, a "Purchaser Material Contract").
Purchaser Material Contracts. (a) Except for this Agreement and the Firefly Transaction, the Purchaser is not a party to any Contract that would be required to be filed (assuming completion of the Liquidity Event (as defined in the Agency Agreement)) by Part 12 of National instrument 51-102 – Continuous Disclosure Obligations (each, a "Purchaser Material Contract").
Purchaser Material Contracts. (i) Each Purchaser Material Contract is legal, valid, binding and in full force and effect and is enforceable by the Purchaser or a Subsidiary, as applicable, in accordance with its terms (subject to bankruptcy, insolvency and other Laws affecting creditors’ rights generally, and to general principles of equity) and is the product of fair and arms’ length negotiations between each of the parties to such Purchaser Material Contracts. (ii) The Purchaser and each of its Subsidiaries have performed in all material respects all respective obligations required to be performed by them to date under the Purchaser Material Contracts of the Purchaser and neither the Purchaser nor any of its Subsidiaries is in breach or default under any such Purchaser Material Contract, nor does the Purchaser have knowledge of any condition that with the passage of time or the giving of notice or both would result in such a breach or default. (iii) None of the Purchaser or any of its Subsidiaries knows of, or has received any notice (whether written or oral) of, any breach or default under nor, to the knowledge of the Purchaser, does there exist any condition which with the passage of time or the giving of notice or both would result in such a breach or default) of any such Purchaser Material Contract by any other party to a Purchaser Material Contract. (iv) The Purchaser has not received any notice (whether written or oral), that any party to a Purchaser Material Contract intends to cancel, terminate or otherwise modify or not renew its relationship with the Purchaser or any of its Subsidiaries, and, to the knowledge of the Purchaser, no such action has been threatened.
Purchaser Material Contracts. Except as would not be reasonably expected to have, individually or in the aggregate, a Purchaser Material Adverse Effect: (A) each Purchaser Material Contract is legal, valid, binding and in full force and effect and is enforceable by the Purchaser or a Subsidiary as applicable, in accordance with its terms subject only to any limitation under bankruptcy, insolvency or other applicable Law affecting the enforcement of creditors’ rights generally and the discretion that a court may exercise in the granting of equitable remedies such as specific performance and injunction; (B) none of the Purchaser, any Purchaser Subsidiary, or, to the knowledge of the Purchaser, any member of the SunStream Group is in breach or default under any Purchaser Material Contract, nor does the Purchaser have knowledge of any condition that with the passage of time or the giving of notice or both would result in such a breach or default, and (C) as of the date hereof, none of the Purchaser, any Purchaser Subsidiary or, to the knowledge of the Purchaser, the SunStream Group knows of, or has received any notice (whether written or oral) of, any breach, default, cancelation, termination, or no renewal under any Purchaser Material Contract by any other party to any Purchaser Material Contract. As of the date of this Agreement, no Purchaser Material Contract that has been disclosed in the Purchaser Data Room has, since such disclosure, been modified, rescinded or terminated, except in the Ordinary Course.
Purchaser Material Contracts. All of the Purchaser Material Contracts are valid and subsisting agreements, enforceable in accordance with their terms, and can be fulfilled and performed in all material respects by the Purchaser in the Purchaser Ordinary Course. Each such Purchaser Material Contract is unamended since being made available to the Purchaser, is in full force and effect, in good standing and no event of default has occurred and is continuing and no event has occurred which, with the giving of notice, the passing of time or both, would constitute an event of default by the Purchaser (or any Purchaser subsidiary) under any Purchaser Material Contract. To the knowledge of the Purchaser, no event has occurred which, with the giving of notice, the lapse of time or both, would constitute an event of default by any other party to any such Purchaser Material Contract, the Purchaser is not alleged to be in default of any of the provisions of such Purchaser Material Contracts, and the Purchaser is not aware of any disputes with respect thereto.
Purchaser Material Contracts. (a) As of the date of this Agreement, none of Purchaser nor any of its Subsidiaries is a party to any contract that is a “material contract” (as such term is defined in Item 601(b)(10) of Regulation S-K of the SEC) which was required to be filed and has not been filed with the SEC as an exhibit to the Purchaser SEC Reports. The contracts described in this Section 7.18(a), shall be collectively referred to as the “Purchaser Material Contracts.”
Purchaser Material Contracts. (a) Section (22)(a) of the Purchaser Disclosure Letter sets out a complete and accurate list of all Purchaser Material Contracts. True and complete copies of the Purchaser Material Contracts have been disclosed in the Purchaser Data Room.
