List of Contracts Sample Clauses
List of Contracts. The information set forth in the List of Contracts is true, complete and correct in all material respects as of the Cutoff Date.
List of Contracts. The information set forth in the applicable List of Contracts is true and correct as of its date.
List of Contracts. The information set forth in the Schedule of Contracts (as the same may be amended or deemed amended in respect of a conveyance of Substitute Contracts on a Substitution Transfer Date) is true, complete and correct as of the Closing Date (or Substitution Transfer Date, as applicable).
List of Contracts. Part 2.11(a) of the Disclosure Schedule completely and accurately identifies each of the following Contracts in effect, or having remaining rights or obligations, as of the date of this Agreement:
(i) each Acquired Entity Contract for the employment or service of any individual on a full-time, part-time, consulting, independent contractor, or other basis, but excluding those Acquired Entity Contracts that are at-will and may be terminated by the applicable Acquired Entity without liability to the applicable Acquired Entity (other than payment of: (A) statutory separation payments; (B) base salary, wages or consulting or advisory fees for services rendered through the date of termination of services; and/or (C) reimbursement of travel expenses or other out-of-pocket expenses of a routine nature incurred by such individual in the course of performing such individual’s duties for the applicable Acquired Entity);
(ii) each Acquired Entity Contract between any Acquired Entity and any Acquired Entity Service Provider pursuant to which: (A) benefits would vest, amounts would become payable or the terms of which would otherwise be altered by virtue of the consummation of the transactions contemplated by this Agreement (whether alone or upon the occurrence of any additional or subsequent events); (B) any Acquired Entity is or may become obligated to make any severance, termination, termination indemnity or redundancy, retention, gross-up or similar payment to any Acquired Entity Service Provider, other than statutory separation payments; or (C) any Acquired Entity is or may become obligated to make any bonus, incentive compensation or similar payment (other than in respect of salary, wages, consulting or advisory fees or statutory separation payments) to any Acquired Entity Service Provider;
(iii) any Acquired Entity Contract with any labor union or association representing any Acquired Entity Service Provider;
(iv) each Acquired Entity Contract which provides for indemnification of any Acquired Entity Service Provider;
(v) each Acquired Entity Contract relating to the voting and any other rights or obligations of a stockholder or equity interest holder of any of the Acquired Entities;
(vi) each Acquired Entity Contract relating to the merger, consolidation, reorganization or any similar transaction involving or with respect to any Acquired Entity;
(vii) each Acquired Entity Contract that is a joint development agreement, technical collaboration agreement, agreemen...
List of Contracts. The information set forth in the List of Contracts (or Subsequent List of Contracts, in the case of Subsequent Contracts) is true, complete and correct as of the Initial Cutoff Date or applicable Subsequent Cutoff Date, as the case may be.
List of Contracts. Except for the contracts, commitments, plans, agreements and licenses described in the Schedule of Contracts and Commitments attached hereto as Schedule 3.11, and except for items involving less than five thousand dollars ($5,000), the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any:
(a) Contract with any present or former Stockholder, director, officer or employee, agent or consultant;
(b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees’ association;
(c) Lease or similar agreement regarding any real property or personal property involving annualized payments or potential payments by or to the Company of at least thirty thousand dollars ($30,000);
(d) Any contract involving more than ten thousand dollars ($10,000) for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment;
(e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity;
(f) Franchise, dealer, distribution, sales or agency contract or commitment;
(g) Any other outstanding contract of sale involving more than ten thousand dollars ($10,000), or any distribution agreement, representative or sales agency agreement, creating any obligation of Company to sell or distribute products;
(h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity;
(i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company which are not terminable by the Company on less than thirty (30) days prior notice without penalty;
(j) Insurance policy;
(k) Advertising contract or commitment;
(l) Bank account, lock box or similar depository arrangements;
(m) Any license or franchise agreement (as licensor/franchisor or licensee/franchisee);
(n) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement;
(o) Any agreement restricting the freedom of the Company or...
List of Contracts. Except as set forth on Schedule 3.11, the Company is not a party to, nor is any of its properties or assets subject to or otherwise bound by, any:
(a) Contract with any present or former partner, director, officer or employee, agent or consultant;
(b) Collective bargaining agreement (or any side agreement, local understanding or settlement agreement relating to any such collective bargaining agreement) or any agreement or contract with any labor union or other employees' association;
(c) Lease or similar agreements regarding any real property, or personal property, involving annualized payments or potential payments by or to the Company are nothing now or in the future.
(d) Any contract for the future purchase of commodities, materials, inventory, ingredients, supplies, products, merchandise, services or equipment;
(e) Bonus, pension, profit-sharing, retirement or any hospitalization, or insurance or similar plan or practice, formal or informal, in effect with respect to employees of the Company or any other person or entity;
(f) Franchise, dealer, distribution, sales or agency contract or commitment;
(g) Any other outstanding contract of sale, or any distribution agreement, representative or sales agency agreement, creating any obligation of Company to sell or distribute products;
(h) Guarantees or indemnities, direct or indirect, current or contingent, of the obligations of customers of the Company or any other person or entity;
(i) Contracts with suppliers, vendors, distributors, clients, customers or others for the future performance of services or provision of goods by or for Company;
(j) Insurance policy;
(k) Advertising contract or commitment;
(l) Bank account, lock box or similar depository arrangements;
(m) Any license or franchise agreement (as licensor/franchisor or licensee/franchisee);
(n) Any real estate mortgage, loan or credit agreement with any lender, any indenture, pledge, conditional sale or title retention agreement, equipment obligation or lease, or lease purchase agreement;
(o) Any agreement restricting the freedom of the Company or of its employees, to compete in any line of business, in any geographic area or with any person or entity.
(p) Any other material contracts affecting the Company.
(q) Any contract of the Company to which the United States government or any agency thereof is a party. All the contracts and commitments listed in said Schedule 3.11 are valid and binding obligations of the Company and of the other parties ther...
List of Contracts. Part 2.11(a) of the Disclosure Schedule accurately identifies:
(i) (A) each Company Contract relating to the employment of, or the performance of services by, any Company Employee; (B) any Company Contract pursuant to which the Company or any of its Subsidiaries is or may become obligated to make any severance, termination or similar payment to any Company Employee; and (C) any Company Contract pursuant to which the Company or any of its Subsidiaries is or may become obligated to make any bonus or similar payment (other than payment in respect of salary) to any Company Employee;
(ii) each Company Contract which provides for indemnification of any officer, director, employee or agent;
(iii) each Company Contract relating to the voting and any other rights or obligations of a stockholder of the Company;
(iv) each Company Contract relating to the merger, consolidation, reorganization or any similar transaction with respect to the Company or any of its Subsidiaries;
(v) each Company Contract relating to the acquisition, transfer, development or sharing of any technology, Intellectual Property or Intellectual Property Right that is material to the operation of the business of the Company or any of its Subsidiaries (including any joint development agreement, technical collaboration agreement or similar agreement entered into by the Company or any of its Subsidiaries);
(vi) each Company Contract relating to the license of any patent, copyright, trade secret or other Intellectual Property or Intellectual Property Right: (A) to the Company or any of its Subsidiaries; or (B) other than object code licenses entered into in the ordinary course of business consistent with past practices as part of any sale of products by the Company or any of its Subsidiaries, from the Company or any of its Subsidiaries;
(vii) each Company Contract relating to the acquisition, sale, spin-off or outsourcing of any Subsidiary or business unit or operation of the Company or any of its Subsidiaries;
(viii) each Company Contract creating or relating to any partnership or joint venture or any sharing of revenues, profits, losses, costs or liabilities;
(ix) each Company Contract imposing any restriction on the Company or any of its Subsidiaries: (A) to compete with any other Person; (B) to acquire any product or other asset or any services from any other Person, to sell any product or other asset to or perform any services for any other Person or to transact business or deal in any other mann...
List of Contracts. Section 2.12(a) of the Company Disclosure Schedule sets forth a true and complete list of each material contract and agreement of the following types to which the Company or any of its Subsidiaries is a party or is bound by, or to which any of the assets of the Company or its Subsidiaries are subject (such contracts and agreements as are required to be set forth in Section 2.12(a) of the Company Disclosure Schedule and as are disclosed in the Company SEC Reports being the “Material Contracts”):
(i) all “material contracts” (as such term is defined in Item 601 (b)(10) of Regulation S-K of the SEC) with respect to the Company and its Subsidiaries that are not disclosed in the Company SEC Reports;
(ii) all material contracts and agreements relating to issuances of securities of the Company or any of its Subsidiaries (and all letters of intent, term sheets and draft agreements relating to any such pending transactions);
(iii) all material contracts and agreements relating to indebtedness for borrowed money or capitalized lease obligations, in each case for which the Company or any of its Subsidiaries is primarily or secondarily liable, or which are secured by assets of the Company or any of its Subsidiaries, and in each case in an amount in excess of $1,000,000 that are not disclosed in the Company SEC Reports;
(iv) all material contracts and agreements (A) containing any non-compete covenant or other covenant limiting the right of the Company or any of its Affiliates (or, after the Effective Time, TAS or its Affiliates) to engage in any line of business or to make use of any Intellectual Property Rights or (B) containing any material exclusive or sole supplier arrangement, or other exclusive business arrangement, to which the Company or any of its Affiliates is (or, after the Effective Time, TAS or its Affiliates would be) subject;
(v) material lease agreements relating to leased facilities of the Company and its Subsidiaries located in Greensboro, NC, Lake City FL, Oscoda MI, Macon GA and Pacoima CA;
(vi) material contracts and agreements between any of the Company and its Subsidiaries and Boeing and Airbus or their Affiliates;
(vii) material contracts and agreements between the Company and its Subsidiaries and Delta Airlines, Inc., United Air Lines, America West Airlines/U.S. Airways and Federal Express;
(viii) all other material contracts and agreements providing for payments by or to the Company or any of its Subsidiaries, or the guarantee (whether or not...
List of Contracts. No. Description agreement Date Parties Change of Control as result of Kairos Remarks Outstanding items Strategic Partnerships/Licenses