Immaterial Contract definition

Immaterial Contract means any Seller Contract that: (a) was entered into by the Seller in the Ordinary Course of Business; (b) has a term of less than 90 days or may be terminated by the Seller (without penalty) within 60 days after the delivery of a termination notice by the Seller to the other party thereto; and (d) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $50,000.

Immaterial Contract. Immaterial Contract” means any Contract that: (a) was entered into in the Ordinary Course of Business; (b) may be terminated by the applicable Party (without penalty) within 31 days after the delivery of a termination notice by such Party to the other party involved defined as applying to this agreement; and (c) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $50,000.

Immaterial Contract means any Contract that (a) was entered into in the ordinary course of business or has a term of less than 90 days or may be terminated (without penalty) within 30 days after the delivery of a termination notice to the other party thereto; and (b) does not contemplate or did not involve the payment of cash or other consideration in an amount or having a value in excess of $25,000.

Examples of Immaterial Contract in a sentence

• Immaterial Contract" shall mean any Seller Contract that: (a) was entered into by the Seller in the Ordinary Course of Business; (b) has a term of less than 90 days or may be terminated by the Seller (without penalty) within 60 days after the delivery of a termination notice by the Seller to the other party thereto; and (d) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $50,000.

• The Sellers have provided, or will provide on or before the Update Date, to the Purchasers true and complete copies of each Terminable Contract and each Immaterial Contract.

• Seller is not in default under any Scheduled Contract which is being assumed by Purchaser or under any Immaterial Contract which is being assumed by Purchaser nor, to the best of Seller's knowledge, is any other party in default under any such Scheduled Contract or Immaterial Contract nor has any event occurred which, after the giving of notice or the passage of time or both, would constitute a default under any such Scheduled Contract or Immaterial Contract.

• Immaterial Contract" shall mean any Non-IP Contract that: (a) was entered into by a Parent Entity in the ordinary course of business; (b) may be terminated by the Parent Entity (without penalty) within 60 days after the delivery of a termination notice by the Parent Entity to the other party thereto; and (c) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $25,000.

• Part 2.13 of the Disclosure Schedule identifies each Seller Contract, except for any Immaterial Contract.

More Definitions of Immaterial Contract

Immaterial Contract means any Operating Agreement, Occupancy Agreement or Leased Property Agreement entered into in the ordinary course of business by any Acquired Entity (or Manager on behalf of any Acquired Entity) which (i) does not require payments in excess of One Hundred Thousand Dollars ($100,000) individually during any consecutive 12-month period or (ii) are subject to termination by any Acquired Entity on not more than sixty (60) days notice without penalty or premium; provided, however, that agreements with Affiliates of any Seller shall not constitute Immaterial Contracts.

Immaterial Contract means any Non-IP Contract that: (a) was entered into by a Parent Entity in the ordinary course of business; (b) may be terminated by the Parent Entity (without penalty) within 60 days after the delivery of a termination notice by the Parent Entity to the other party thereto; and (c) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $25,000.

Immaterial Contract means any Contract to which Seller is a party that requires either the payment by Seller of $50,000 or less or the provision of goods or the performance of services by Seller having a value of $50,000 or less, in either case during the period from the date of this agreement until (i) if the Contract is terminable at any time by Seller without cause upon notice of 90 days or less, the date on which the Contract would terminate if Seller were to give notice of termination on the date of this agreement, or (ii) if the Contract is not terminable at any time by Seller without cause upon notice of 90 days or less, the expiration of the term of the Contract, provided that an Immaterial Contract does not include any Contract described in sections 3.18(a) through 3.18(j);

Immaterial Contract. Immaterial Contract" means any Seller Contract that: (a) was entered into by the Seller in the Ordinary Course of Business; (b) is identical in all material respects to one of the standard form agreements (as provided pursuant to Section 2.10); (c) has a term of less than 90 days or may be terminated by the Seller (without penalty) within 30 days after the delivery of a termination notice by the Seller to the other party thereto; and (d) does not contemplate or involve the payment of cash or other consideration in an amount or having a value in excess of $10,000.

Immaterial Contract. Any Contract not otherwise described in any of paragraphs (a) through (g) of Section 3.18 that (i) requires the future payment by Seller of $75,000 or less or the future performance by Seller of services having a value of $75,000 or less, or (ii) is terminable by Seller at any time without cause upon notice of 90 days or less, and that requires during the period prior to termination the payment of $75,000 or less or the future performance of services having a value of $75,000 or less; Indemnified Party: any Person entitled to indemnification under Article 15; Indemnifying Party: any Person obligated to indemnify another Person under Article 15; Independent Accountant: defined in Section 2.5(c);

Immaterial Contract means any contract (i) reasonably expected to result in future payments by the Seller Group of an amount less than Thirty‑Five Thousand and 00/100 Dollars ($35,000.00) per annum; and (ii) which is terminable within ninety (90) days’ notice without payment of premium or penalty; provided, however, “Immaterial Contracts” shall expressly exclude any contracts by and between any Seller and an Affiliated Service Party or RCMC, including without limitation, those certain management agreements identified on Exhibit K attached hereto and incorporated herein by reference, including any amendments, supplements, modifications or replacements thereof (the “Management Agreements”).

Immaterial Contract means any Seller Contract: (a) that relates exclusively to general and administrative matters (such as Contracts for office supplies, insurance policies or matters necessary for any liquidation or wind-down of the Seller); (b) that is a nonexclusive, internal use software license of non-customized software that is generally available on standard terms for less than $1,000; (c) that relates exclusively to any capital stock or other securities of the Seller; (d) pursuant to which the Seller has borrowed or received any funds; (e) pursuant to which the Seller occupies any real property; or (f) that relates exclusively to benefits made available to the current or former employees of the Seller.