Schedule of Material Contracts. Section 2.15(b) of the Company Disclosure Letter sets forth a list, as of the date hereof, of all Company Material Contracts to which Company or any of its Subsidiaries is a party.
Schedule of Material Contracts. Except for Material Contracts that have been filed as exhibits to the Company SEC Documents as of the date hereof, Section 4.21 of the Company Disclosure Letter sets forth a list, as of the date of this Agreement, of all Material Contracts. The Company has made available to Parent copies that are correct and complete in all material respects of all Material Contracts and amendments thereto in each case that are in effect as of the date of this Agreement.
Schedule of Material Contracts. Together with the delivery of financial statements pursuant to Section 5.03(b) or (c), a report supplementing Schedule 4.01(y) hereto and a description of such changes in the information included in such Schedule as may be necessary for such Schedule to be accurate and complete.
Schedule of Material Contracts. Schedule 5.15(a) sets forth a correct and complete list and description of all of the Material Contracts.
Schedule of Material Contracts. Service Agreement between REG Services Group, LLC and the Company dated on or about the date hereof
Schedule of Material Contracts. Schedule 4.12(a) consists of the contents of the Datasite as of the date hereof. On the date that is two (2) Business Days prior to the Closing, the Seller shall prepare a DVD-ROM (or similar physical file storage medium) containing the contents of such Datasite as of such date (the “DataSite Download Date”). Such Schedule 4.12(a) contains (and as of the Closing Date, shall contain) all Contracts of the following types to which the Company is a party or a beneficiary or by which any of its properties are bound, excepting documents included in the Loan Files (“Material Contracts”):
(i) Pooling and Servicing Documents;
(ii) Xxxxx Fargo Credit Documents;
(iii) Asset Purchase Documents;
(iv) the Gateway Portfolio Purchase Agreement and Gateway Promissory Note;
(v) deposit agreements, indentures, mortgages, pledge agreements, security agreements, deeds of trust, conditional sale agreements or other Contracts granting a Lien on the Assets, Non-Recourse Assets or Portfolio Loans to any Person;
(vi) credit agreements, guarantees, indentures, loan agreements, purchase agreements, bonds, capitalized leases, bonds, debentures, notes, foreign exchange or other hedging arrangements, interest rate swaps, investments and other evidences of Company Debt providing for or relating to Debt in respect of which the Company is in any manner directly or contingently obligated or liable;
(vii) Contracts under which the Company has, directly or indirectly, purchased or acquired any Securities or otherwise made any advance, loan, extension of credit or capital contribution to, or other investment in, any Person other than a Portfolio Loan, and all joint venture, partnership and limited liability company Contracts;
(viii) custody arrangements, administration agreements, transfer agent agreements, accounting agreements, clearing agreements, revenue and fee sharing agreements, and similar agreements;
(ix) licenses and arrangements pursuant to which the Company is permitted by any Person to use any Intellectual Property (the “Licensed Intellectual Property”) that is material to the conduct of the Business or permits any Person to use any Owned Intellectual Property;
(x) joint venture, partnership, limited liability company, acquisition or divestiture agreements, finder’s agreements or other similar agreements;
(xi) agreements or legally binding commitments between the Company, on the one hand, and any Affiliate of the Seller or any Affiliate of the Company not Controlled by the Company...
Schedule of Material Contracts. Section 2.15(b) of the Novadigm Disclosure Letter sets forth a list of all Novadigm Material Contracts to which Novadigm or any of its Subsidiaries is a party or is bound by which are described in Sections 2.15(a)(i) through 2.15(a)(xvi), and identifies each subsection(s) of Section 2.15(a) that describes such Novadigm Material Contract.
Schedule of Material Contracts. 1. Caterpillar Financial Services Corporation Long Term Rental Agreement dated 01-27-2005 for a D6RIIXW Caterpillar Track-Type Tractor
2. Caterpillar Financial Services Corporation Long Term Rental Agreement dated 01-27-2005 for a 320CL Caterpillar Excavator
3. Citicapital Security Agreement dated on or about 06-25-2004 for a Xxxxxx Lowboy Trailer
4. General Electric Capital Corporation Lease Agreement for an analog telephone system dated 12-08-2004
5. Prospective contract with Priest Petroleum Corporation to drill three (3) xxxxx
6. Prospective contract with TransAtlantic Petroleum (USA) Corporation to drill one (1) well
Schedule of Material Contracts. Section 3.22(b) of the Presidio Disclosure Schedule sets forth a complete and correct list of all Presidio Material Contracts. Presidio has made available to HCC correct and complete copies of all Presidio Material Contracts, including any amendments, modifications, supplements, waivers and side letters thereof.
Schedule of Material Contracts. All of Company’s Material Contracts are listed in Part 3.23 of the Company Disclosure Schedule. With respect to each Material Contract: (i) the Material Contract is legal, valid, binding and enforceable and in full force and effect with respect to Company, and to Company’s knowledge, is legal, valid, binding, enforceable and in full force and effect with respect to each other party thereto, in either case subject to the effect of bankruptcy, insolvency, moratorium or other similar Laws affecting the enforcement of creditors’ rights generally and except as the availability of equitable remedies may be limited by general principles of equity (regardless of whether such enforceability is considered in a proceeding at equity or at law); (ii) assuming receipt of the Required Consents, the Material Contract will continue to be legal, valid, binding and enforceable and in full force and effect immediately following the Effective Time in accordance with its terms as in effect prior to the Effective Time, subject to the effect of bankruptcy, insolvency, moratorium or other similar Laws affecting the enforcement of creditors’ rights generally and except as the availability of equitable remedies may be limited by general principles of equity (regardless of whether such enforceability is considered in a proceeding at equity or at law); and (iii) neither Company nor, to Company’s knowledge, any other party is in breach or default, subject to such exceptions as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Company. Company has paid in full all amounts due under the Material Contracts which are due and payable or accrued in accordance with GAAP, all amounts due to others by Company under the Material Contracts (and has recognized revenues due from others thereunder in accordance with GAAP), and has satisfied in full or provided for all of its liabilities and obligations under the Material Contracts which are due and payable, except amounts or liabilities disputed in good faith by Company for which adequate reserves have been set aside. Except as set forth on Part 3.23(a) of the Company Disclosure Schedule, Company is not a party to any oral Material Contract. Company has delivered or made available to Parent true and correct copies of all Material Contracts.
