Company Material Agreement definition

Company Material Agreement or “Company Material Agreements” shall have the meaning set forth in Section 4.12.
Sample 1Sample 2
Company Material Agreement shall have the meaning set forth in Section 4.15.
Sample 1Sample 2
Company Material Agreement means each agreement, arrangement, instrument, bond, commitment, franchise, indemnity, indenture, lease, license or understanding, whether or not in writing, to which the Company, any of the Company Subsidiaries or any of their respective properties is subject that (i) obligates the Company or any of the Company Subsidiaries to pay, or results in the payment to the Company or any Company Subsidiary of, an amount in excess of $5,000,000 in any twelve-month period; (ii) provides for the extension of credit by the Company or any Company Subsidiary outside the ordinary course of business; (iii) provides for a guaranty by the Company or any of the Company Subsidiaries of obligations of others for borrowed money in excess of $1,000,000; (iv) represents a contract upon which the Company and the Company Subsidiaries, taken as a whole, are substantially dependent or is otherwise material to the business of the Company and the Company Subsidiaries, taken as a whole; or (v) limits, in any material respect, the ability of the Company or any of the Company Subsidiaries to engage in any line of business, compete with any person or expand the nature or geographic scope of its business.
Sample 1

Examples of Company Material Agreement in a sentence

  • Neither the Company nor any Subsidiary knows of, or has received notice of, any material violation or default (or any condition which with the passage of time or the giving of notice would cause such a violation of or a default) by any party under any Company Material Agreement.

  • The Company and each of the Subsidiaries, as applicable, are in all material respects in compliance with and have in all material respects performed all obligations required to be performed by them to date under each Company Material Agreement.

  • To the knowledge of the Company, no other party to any Company Material Agreement is in material breach of the terms, provisions or conditions of such Company Material Agreement.

  • Company has not received any notice or other communication regarding any actual or possible violation or breach of, or default under, any Company Material Agreement.

  • No Restricted Subsidiary has, and to the knowledge of the Borrower, no other party to any Xxxxxxxx 66 Company Material Agreement has, defaulted under any such Xxxxxxxx 66 Company Material Agreement, which default, in either case, would reasonably be expected to have a Material Adverse Effect.

  • The Company and each of its Subsidiaries, as applicable, are in all material respects in compliance with and have in all material respects performed all obligations required to be performed by them to date under each Company Material Agreement.

  • Neither the Company nor any of its Subsidiaries knows of, or has received notice of, any material violation or default (or any condition which with the passage of time or the giving of notice would cause such a violation of or a default) by any party under any Company Material Agreement.

  • Each Company Material Agreement is valid, binding and in full force and effect.

  • Except as set forth on Schedule 3.11 hereto, the Company has in all material respects performed all the obligations required to be performed by it to date under its Company Material Agreements, has received no notice of default and, to the best of the Company’s knowledge, is not now, and after giving effect to the Transactions will not be, in default under any the Company Material Agreement now in effect, the result of which could cause a Material Adverse Effect.

  • Company has not violated or breached, or committed any default under, any Company Material Agreement, and, to the Knowledge of Company, no other Person has violated or breached, or committed any default under, any Company Material Agreement.


More Definitions of Company Material Agreement

Company Material Agreement or, collectively, the “Company Material Agreements”, means any Contract to which the Company or any of its Subsidiaries is a party or by which it is bound or is otherwise obligated to perform that involves, or constitutes, any of the following: (i) any Contract with a Customer (as defined below); (ii) any Contract with a Supplier (as defined below); (iii) any Contract with (A) Seller or any of its controlled Affiliates (other than the Company and its Subsidiaries), on the one hand, and the Company, on the other hand, or (B) any officer or director of Seller or any of its controlled Affiliates (other than the Company and its Subsidiaries), on the one hand, and the Company, on the other hand, other than this Agreement, the Transaction Agreements and D&O Indemnification Agreements; (iv) any Contract with outstanding payment obligations in excess of USD $200,000, individually or USD $250,000 in the aggregate; (v) any Contract under which the Company or any of its Subsidiaries has incurred indebtedness for borrowed money or issued any note, indenture or other evidence of indebtedness or guaranteed indebtedness or Liabilities of others; (vi) any Contract with respect to indemnification obligations of the Company to any officer or director of the Company (collectively, “D&O Indemnification Agreements”); (vii) any Contract with respect to any merger, acquisition, consolidation, sale or other business combination or divestiture transaction involving the Company or any of its Subsidiaries; (viii) any Contract relating to the disposition or acquisition of assets (other than any Intellectual Property Rights or Technology) outside the ordinary course of business consistent with past practice; (ix) any Contract imposing any restriction on the right or ability of the Company or any Subsidiary to compete with any other Person or to engage in any line of business, market or geographic area, or to sell, license, manufacture or otherwise distribute any of its Technology or products, or from providing services, to customers or potential customers or any class of customers, in any geographic area, during any period of time, or in any segment of the market; (x) any Contract creating or relating to any partnership or joint venture or any sharing of revenues, profits, losses or costs; (xi) any Contract involving the settlement of any Action that provides for outstanding obligations of the Company or any of its Subsidiaries; (xii) any employment, severance or change in control or ...
Sample 1
Company Material Agreement means each agreement, arrangement, instrument, bond, commitment, franchise, indemnity, indenture, lease, license or understanding, whether or not in writing, to which the Company or any of its Subsidiaries is a party or to which the Company, any of its Subsidiaries or any of their respective properties is subject that (i) obligates the Company or any of its Subsidiaries to pay an amount in excess of $250,000 in any twelve-month period beginning after December 31, 1996, (ii) provides for the extension of credit, (iii) provides for a guaranty by the Company or any of its Subsidiaries of obligations of others in excess of $250,000, (iv) constitutes an employment agreement, consulting agreement or personal service contract not terminable on less than sixty (60) days' notice without penalty, (v) represents a contract upon which the Company and its Subsidiaries taken as a whole are substantially dependent or that is otherwise material to the business of the Company and its Subsidiaries taken as a whole, or (vi) limits, in any material respect, the ability of the Company or any of its Subsidiaries to engage in any line of business, compete with any Person or expand the nature or geographic scope of its business.
Sample 1
Company Material Agreement. Section 3.13(a) “Company Options” Section 2.4(a) “Company Permits” Section 3.17(b)
Sample 1
Company Material Agreement or, collectively, the “Company Material Agreements”, means any Contract to which the Company is a party or by which it is bound or is otherwise obligated to perform that involves, or constitutes, any of the following:
Sample 1

Related to Company Material Agreement

  • Company Material Contract has the meaning set forth in Section 3.15(a).

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Material Agreement means any material contract, commitment, agreement (written or oral), instrument, lease or other document, license agreement and agreements relating to intellectual property, to which the Corporation or any Subsidiary are a party or to which any of their property or assets are otherwise bound;

  • Company Materials has the meaning specified in Section 6.02.

  • IP License Agreement shall have the meaning set forth in Section 5.3(b).

  • Material Agreements shall have the meaning assigned to such term in Section 4.16 hereof.

  • Intellectual Property Agreement means the Intellectual Property Agreement substantially in the form attached hereto as Exhibit C.

  • Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.

  • Trademark License Agreement means that certain Trademark License Agreement in substantially the form attached hereto as Exhibit F.

  • Material Intellectual Property means Intellectual Property owned by or licensed to a Grantor and material to the conduct of any Grantor’s business.

  • Internal confidentiality agreement or statement means a confidentiality agreement or any other written statement that the contractor requires any of its employees or subcontractors to sign regarding nondisclosure of contractor information, except that it does not include confidentiality agreements arising out of civil litigation or confidentiality agreements that contractor employees or subcontractors sign at the behest of a Federal agency.

  • IP Agreement is that certain Intellectual Property Security Agreement executed and delivered by Borrower to Bank dated as of the Effective Date.

  • Proprietary Materials means tangible chemical, biological or physical materials (a) that are furnished by or on behalf of one Party to the other Party in connection with this Agreement, whether or not specifically designated as proprietary by the transferring Party or (b) that are otherwise conceived or reduced to practice in the conduct of the Research Collaboration.

  • Intellectual Property Matters Agreement shall have the meaning set forth in the Separation and Distribution Agreement.

  • Material Contract means any contract or other arrangement (other than Loan Documents), whether written or oral, to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could reasonably be expected to have a Material Adverse Effect.

  • Intercompany License Agreement means any cost sharing agreement, commission or royalty agreement, license or sub-license agreement, distribution agreement, services agreement, Intellectual Property rights transfer agreement or any related agreements, in each case where all the parties to such agreement are one or more of the Borrower and any Restricted Subsidiary thereof.

  • Compliance agreement means a written agreement between a person and the Commissioner to achieve compliance with this quarantine.