Common use of List of Material Contracts Clause in Contracts

List of Material Contracts. Set forth under Section 5.15(b) of the Seller Disclosure Schedule is a complete list of all Contracts to which Seller is a party or by which it is bound, that involve (i) obligations (contingent or otherwise) of, or payments to, Seller on or after the date hereof in excess of $25,000, where all Contracts involving the same person or entity (including persons or entities Seller has reason to believe are affiliated therewith) shall be aggregated for the purpose of meeting the preceding individual minimum dollar amount; (ii) the transfer, license, use, development, or sharing of any Asset, including Seller’s Intellectual Property, to or from Seller, other than agreements with customers entered into in the ordinary course of business on a non-exclusive basis; (iii) the granting of any rights or other agreement with any specialty retailer that relates to the Acquired Business; (iv) the grant of rights to manufacture, produce, assemble, distribute, franchise, market or sell the Assets, to any other Person; (v) the restricting of or otherwise affecting Seller’s exclusive right to develop, manufacture, assemble, distribute, market, sell, or otherwise exploit its products or services (whether by territorial restriction or otherwise) or that prohibit Seller from freely engaging in any business or competing anywhere in the world; (vi) the indemnification by Seller with respect to infringements of Seller’s Intellectual Property; (vii) the creation of an Encumbrance on the Assets; (viii) entered into outside the ordinary course of business or inconsistent with Seller’s past practices; (ix) have a term of more than 60 days and which may not be terminated by Seller (without penalty) within 60 days after the delivery of a termination notice by Seller; or (x) creating or resulting in any partnership or joint venture or any sharing of revenues, profits, losses, costs or liabilities (collectively, the “Material Contracts” and each, a “Material Contract”). Section 5.15(b) of the Seller Disclosure Schedule identifies each Material Contract requiring the payment or delivery of cash or other consideration or the performance of services in the future by Seller. All Contracts of Seller related to the Assets or the Acquired Business are set forth in Section 5.15(b) of the Seller Disclosure Schedule.