Ordinary Course Agreements definition

Ordinary Course Agreements has the meaning specified in Section 2.3.

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Ordinary Course Agreements means non-disclosure or confidentiality agreements, materials transfer agreements, evaluation agreements, consulting agreements, sponsorship agreements (other than research and development agreements), advertising agreements, Trademark use agreements (short term and for limited use only), in each case, entered into by the Company or any of its Subsidiaries in the ordinary course of business and provided that none of the foregoing agreements are material to the Company and its Subsidiaries, taken as a whole.

Ordinary Course Agreements means (i) any presenting agreement with the show entered into by a Target Group Company in the ordinary course of business and consistent with past practices for one touring production in a BAA Market, (ii) any contract (other than the presenting agreement with the show) entered into by a Target Group Company in the ordinary course of business and consistent with past practices that relates to the presentation of one touring production in a BAA Market, (iii) any Ordinary Presenting Agreement and (iv) any contract entered into by Network Presentations, LLC in the ordinary course and consistent with past practices that relate to the production of a show, such as agreements with cast members, designers and directors, and that involve financial commitments consistent with the production budget for such show; provided that any agreement that would otherwise be covered under clause (ii) that contains fixed and/or contingent payments in excess of $200,000 payable to a single individual will not be an “Ordinary Course Agreement” for purposes hereof.

Examples of Ordinary Course Agreements in a sentence

Those agreements deemed to be Ordinary Course Agreements by reason of subclause (A) of clause (vi) do not provide for payments by or to, or the incurrence of obligations or expenses by, Company and its subsidiaries in excess of $250,000 in the aggregate.
Further, the Seller has not received any deposits, prepayments or other payments under the Ordinary Course Agreements for services not yet performed or products not yet delivered.
Except as expressly set forth on Schedule 5.16(c) or in such Ordinary Course Agreements no party has been granted a license or sub-license to, or the right to sub-license, any of such Non-Patent Intellectual Property, Software or Technology owned by the Company or the Sellers.
The Ordinary Course Agreements and Material Contracts were negotiated at arms' length and in good faith by Root9B.
Subject to Section 2.4, the Buyer shall assume the rights and obligations of the Seller under the express written terms of the TCVP Task Force Agreement and certain other agreements and customer purchase orders to which Seller is a party as described on Schedule 2.3 (the "Ordinary Course Agreements").
The Ordinary Course Agreements and the Permits are valid, binding and in full force and effect, and upon assignment and assumption, with applicable consents if necessary, will be enforceable by the Buyer in accordance with their respective terms.
Notwithstanding the foregoing, the Ordinary Course Agreements shall be assumed by Buyer to the extent and only to the extent the duties and obligations thereunder accrue on or after the Closing Date, excluding any Retained Liabilities (collectively, the “Assumed Liabilities”).
From and after the Closing Date, Seller will remit (and will cause VMC to remit) to Buyer, within one month following receipt thereof, any payments received by Seller or VMC with respect to Open Orders, Ordinary Course Agreements, and Penta Products sold by Buyer, or other amounts properly payable to Buyer hereunder.
To Seller’s Knowledge, the Ordinary Course Agreements and Open Orders constituting a part of the Purchased Assets (the “Instruments”) are valid, binding and in full force and effect, have not been amended or supplemented in any manner or respect except as disclosed, and upon assignment and assumption, with applicable consents if necessary, will be enforceable by Buyer in accordance with their respective terms.
Notwithstanding the releases set forth in Sections 2 and 3 hereof, the Ordinary Course Agreements and any confidentiality agreement entered into between the parties shall continue in full force and effect in accordance with the provisions thereof.

More Definitions of Ordinary Course Agreements

Ordinary Course Agreements means (i) any customary commercial Contracts entered into in the ordinary course of business not primarily related to Taxes and (ii) with respect to the Company, any such agreement solely between the Company and its existing Subsidiaries and, with respect to the Acquiror, any such agreement solely between Acquiror and Merger Sub.

Ordinary Course Agreements has the meaning assigned to that term in Section 6.14(c).

Ordinary Course Agreements has the meaning set forth in Section 4.5(c).