Examples of Material Instruments in a sentence
The performance by the Company or any of its Subsidiaries of its obligations and the enforcement of its rights under the Material Instruments will not have a Material Adverse Effect.
Except as set forth on the Schedule of Exceptions, the Company and each Subsidiary is not in violation of (i) any Applicable Law, (ii) any term of its Certificate of Incorporation or Bylaws (or equivalent documents in its jurisdiction of organization), or (iii) any Contract to which it is subject and which is material to the Business, including any Capital Stock Agreement (collectively, the "Material Instruments").
Except as set forth on the ------------------------------------ Schedule of Exceptions, the Company and each Subsidiary is not in violation of (i) any Applicable Law, (ii) any term of its Certificate of Incorporation or Bylaws (or equivalent documents in its jurisdiction of organization), or (iii) any Contract to which it is subject and which is material to the Business (collectively, the "Material Instruments").
If all required consents or approvals have not been obtained as of Closing (or, despite Buyer's reasonable and diligent commercial efforts, are not later obtained) with respect to Contracts and Material Instruments (collectively, the "Non-Conveyed Contracts"), Seller shall, promptly following Buyer's written request, take commercially reasonable steps and actions to provide Buyer with the benefit of such Non-Conveyed Contracts.
Seller's interest in the fee properties described in the surveys listed on Schedule 2.01(e) hereto, and in the property rights reflected in the Material Instruments described in Section 4.08 (the "Real Property").
Except as set forth on the Schedule of Exceptions, the Company and each Subsidiary is not in violation of (i) any Applicable Law, (ii) any term of its Certificate of Incorporation or Bylaws (or equivalent documents in its jurisdiction of organization), or (iii) any Contract to which it is subject and which is material to the Business (collectively, the "Material Instruments").
Seller's obligation to provide such benefit with respect to a particular Non-Conveyed Contract shall expire concurrently with the earlier of (a) the expiration of that Non-Conveyed Contract according to its terms or (b) with respect to Non-Conveyed Contracts that are not Material Instruments, the earliest time that such Non-Conveyed Contracts may be terminated by Buyer (as Seller's assignee) without breach thereof.
Subject to the limitations provided for in this Article IX, Seller shall indemnify, reimburse, defend, and hold harmless Buyer Indemnitees from and against any and all Liabilities/Claims caused by Title Defects involving the Material Instruments, but only to the extent that such Title Defect is demonstrated to have existed before the Effective Time.
Except as set forth ------------------------------------ on the Schedule of Exceptions, the Company and each Subsidiary is not in violation of (i) any Applicable Law, (ii) any term of its Certificate of Incorporation or Bylaws (or equivalent documents in its jurisdiction of organization), or (iii) any Contract to which it is subject and which is material to the Business, including any Capital Stock Agreement (collectively, the "Material Instruments").
Schedule 6.06 lists the Transferred Contracts and Material Instruments for which consent or approval to assignment is required, that were to be assigned to D-K I or D-K III in connection with the formation of the Xxxxxxx-Xxxx venture of which D-K I and D-K III are a part, and with respect to which such consent or approval is not yet complete.