Common use of NATURE OF CONTRACTS Clause in Contracts

NATURE OF CONTRACTS. All of the Contractual Obligations of ITEM Holding, the Subsidiaries and the Significant Investments at the Completion Date are enforceable against ITEM Holding, the Subsidiaries and the Significant Investments and, to the Vendors' knowledge and to the knowledge of Management, the other parties thereto, in accordance with their terms; except for Contractual Obligations the failure of which to be so enforceable does not and shall not, individually or in the aggregate, result in a Material Adverse Effect. Except for breaches, defaults and liabilities which do not and shall not individually or in the aggregate result in a Material Adverse Effect, neither ITEM Holding nor any of the Subsidiaries or Significant Investments is now in default, and no event has occurred which with notice or lapse of time or both would constitute a default under, nor are there any liabilities arising from any breach or default by any of them or event which with notice or lapse of time or both would constitute a default by any of them prior to the Completion Date of, any provision of any such Contractual Obligation.

NATURE OF CONTRACTS. All of the Contractual Obligations of ITEM Holding, MKL and the Subsidiaries and the Significant Investments at the Completion Date are enforceable against ITEM Holding, the Subsidiaries MKL and the Significant Investments and, to the Vendors' knowledge and to the knowledge of ManagementSubsidiaries, the other parties thereto, in accordance with their terms, except as such enforcement may be limited by bankruptcy, insolvency or other laws of general application affecting the rights of creditors and except that specific performance is an equitable remedy which may only be awarded in the discretion of the court; and except for Contractual Obligations the failure of which to be so enforceable does not and shall not, individually or in the aggregate, result in a Material Adverse Effect. Except for breaches, defaults and liabilities which do not and shall not individually or in the aggregate result in a Material Adverse Effect, neither ITEM Holding MKL nor any of the Subsidiaries or Significant Investments is now in default, and no event has occurred which with notice or lapse of time or both would constitute a default under, nor are there any liabilities arising from any breach or default by any of them or event which with notice or lapse of time or both would constitute a default by any of them prior to the Completion Date of, any provision of any such Contractual Obligation.