Target Material Contracts definition

Target Material Contracts means any of the following written agreements, contracts or arrangements, legally binding, or which may be claimed by a third party which is or may be, a party to such agreement, contract or arrangement, to be legally binding upon any Target Entity, whether or not in the ordinary course of business, as follows (i) written agreements, contracts or arrangements, with any Target Member or Affiliate of a Target Member and (ii) any written agreements, contracts or arrangements, for the payment of money or any obligation or rights enforceable against any Target Entity which may equal or exceed the sum of $60,000 and (iii) Target Leases.
Target Material Contracts means the Target Properties Leases, the Office Assumed Loan Documents, the Short Term Loan Documents, the Scheduled Contracts and the documents evidencing or securing the Existing Indebtedness (it being recognized that the documents evidencing or securing the Existing Office Indebtedness shall be terminated in conjunction with the repayment thereof with the proceeds of the Short Term Loan).
Target Material Contracts means the burden and benefit of and the right, title and interest of the Target in, to and under all trade and non-trade contracts, engagements or commitments, whether written or oral, to which the Target is entitled in connection with the Target Business whereunder the Target is obligated to pay or entitled to receive the sum of $10,000 or more including, without limitation, any pension plans, profit sharing plans, bonus plans, loan agreements, security agreements, indemnities and guarantees, any agreements with employees, lessees, licensees, managers, accountants, suppliers, agents, distributors, officers, directors, attorneys or others which cannot be terminated without liability on not more than one month’s notice, and those contracts listed in the Target Disclosure Statement Schedule E;

Examples of Target Material Contracts in a sentence

  • The nature, scope and dollar amounts of the insurance coverage provided by said policies comply with all insurance coverage requirements of the Target Material Contracts.

  • Target Material Contracts are valid and binding and are in full force and effect and enforceable in accordance with their respective terms (assuming the other parties thereto are bound, as to which Target has no basis to believe otherwise), subject to the Enforceability Exceptions.

  • Except in the ordinary course of business consistent with past practice or as otherwise permitted under this Section 5.01 and except as disclosed in the Target Disclosure Letter, enter into or terminate any Target Material Contract or amend or modify in any material respect any of its existing Target Material Contracts.

  • The Target has made available to Acquirer correct and complete copies of all Target Material Contracts, including any amendments thereto.

  • Pacific Northwest National Laboratory, Engineering Evaluation of X/Q Values Consistent with Regulatory Guide 1.145, PNNL-19217, February 2010.

  • Target has made available to Acquiror true and accurate copies of all Target Material Contracts.

  • The Target Public Disclosure Record discloses all Target Material Contracts to which Target or any of its material subsidiaries is a party and that are currently in force.

  • Each of the Target Material Contracts is in full force and effect, and there exists no default or event of default or event, occurrence, condition or act with respect to Target or, to Target’s knowledge, with respect to the other contracting party or otherwise that, with or without the giving of notice, the lapse of the time or the happening of any other event or conditions, would become a default or event of default under any Target Material Contract.

  • Other than the Target Material Contracts, Target is not a party to any contract which requires or is likely to require payment or consideration in excess of $25,000 per year.

  • Target Material Contracts means all Material Contracts entered into by Target and includes, but is not limited to, material contracts set out in a letter to Bidder not less than one Business Day before the date of this Agreement.


More Definitions of Target Material Contracts

Target Material Contracts has the meaning set forth in Section 3.11.
Target Material Contracts means any Contract: (i) that, if terminated or modified or if it ceased to be in effect, would reasonably be expected to have a Material Adverse Effect on Target; (ii) under which Target or any of its subsidiaries has directly or indirectly guaranteed any liabilities or obligations of a third party (other than ordinary course endorsements for collection) in excess of $500,000 in the aggregate; (iii) relating to indebtedness for borrowed money, whether incurred, assumed, guaranteed or secured by any asset, with an outstanding principal amount in excess of $500,000; (iv) providing for the establishment, organization or formation of any joint ventures; (v) under which Target or any of its subsidiaries is obligated to make or expects to receive payments in excess of $500,000 over the remaining term of the contract; (vi) that limits or restricts Target or any of its subsidiaries from engaging in any line of business or any geographic area in any material respect; (vii) which provides for change of control, severance, retention or related payments or benefits to directors, officers or employees of Target or any subsidiary of Target; (viii) that relates to a Target Benefit Plan; or (ix) that is otherwise material to Target and its subsidiaries, considered as a whole; and, for greater certainty;

Related to Target Material Contracts

  • Parent Material Contract has the meaning set forth in Section 4.20(a).

  • Material Contracts has the meaning set forth in Section 3.09(a).

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

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

  • 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.

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • IP Contracts means a Contract granting or purporting to grant to Sellers rights in the Licensed Patents and the Licensed Marks.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Existing Contracts means the existing licenses and contracts given by the Railway Administration / Authority, in relation to commercial establishments, as existing on Station Development Land, as on the date of the Agreement, and as further set out in the Schedules, which shall, for avoidance of doubt, exclude any licenses and/ or contracts in relation to any Excluded Activities and/or Railway Operational Activities;

  • Material Consents as defined in Section 7.3.

  • IP Licenses shall have the meaning set forth in Section 3.12(a) hereof.

  • Intellectual Property Contracts means all agreements concerning Intellectual Property, including without limitation license agreements, technology consulting agreements, confidentiality agreements, co-existence agreements, consent agreements and non-assertion agreements.

  • Project Contracts means collectively this Agreement, the Land Lease Agreement, the Construction Contract, O&M Contracts (if any) and any other material contract (other than the Financing Documents) entered into or may hereafter be entered into by the Concessionaire in connection with the Project;

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

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • Intellectual Property Licenses means all licenses, sublicenses and other agreements by or through which other Persons, including Seller’s Affiliates, grant Seller exclusive or non-exclusive rights or interests in or to any Intellectual Property that is used in or necessary for the conduct of the Business as currently conducted.

  • Intellectual Property License Agreement means the license agreement with respect to certain Excluded Intellectual Property, substantially in the form of Exhibit B attached hereto.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Company Contracts has the meaning set forth in Section 3.13(a).

  • Assigned Contract has the meaning set forth in Section 1.5(a).

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Initial Contracts means those Contracts conveyed to the Trust on the Closing Date.

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

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.