No Material Agreements Clause Samples

The "No Material Agreements" clause serves to confirm that, aside from those already disclosed, the party has not entered into any significant contracts or commitments that could affect the transaction or agreement at hand. In practice, this means the party must disclose all major agreements—such as large supplier contracts, leases, or partnership deals—that could impact the business or its obligations. This clause helps ensure transparency and allows the other party to assess potential risks or liabilities, thereby preventing surprises that could undermine the value or stability of the deal.
No Material Agreements. Other than the Leases, the Permitted Title Exceptions, the Management Agreement, service and supply contracts cancellable on not more than thirty (30) days' notice and arm's-length third party contracts for cable service, laundry services, trash contracts and sewer facilities not cancellable on thirty (30) days or less notice and which do not in the aggregate provide for annual payments by Borrower in excess of $25,000, there are no other agreements affecting the Properties.
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No Material Agreements. Borrower has not entered into, and is not bound by, any Material Agreement which continues in existence as of the Closing Date.
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No Material Agreements. Such Wholly-Owned Subsidiary is not a party to any material agreement other than the Transaction Documents and the Material Project Documents with respect to such Wholly-Owned Subsidiary listed on Schedule XIII to the Credit Agreement.
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No Material Agreements. There are no material agreements, contracts, indentures, leases or other instruments that are required to be described in the Prospectus or to be filed as an exhibit to the Registration Statement that are not described, filed or incorporated by reference in the Registration Statement and the Prospectus as required by the Securities Act. All such contracts to which any of the Issuer Entities is a party have been duly authorized, executed and delivered by the relevant Issuer Entity, constitute valid and binding agreements of the relevant Issuer Entity and are enforceable against the relevant Issuer Entity, in accordance with the terms thereof, except as enforceability thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); and provided further that the indemnity, contribution and exoneration provisions contained in any of such agreements may be limited by applicable laws and public policy. None of the Issuer Entities have received notice that any of the Issuer Entities is in breach of or default under any of such contracts to which it is a party.
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No Material Agreements. Such TPO Solar Project Owner Subsidiary is not a party to any material agreement other than the Transaction Documents and the Material Project Documents with respect to such TPO Solar Project Subsidiary listed on Schedule VII to the Credit Agreement.
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No Material Agreements. There are no material agreements, contracts, indentures, leases or other instruments that are required to be described in the Prospectus or to be filed as an exhibit to the Registration Statement that are not described, filed or incorporated by reference in the Registration Statement and the Prospectus as required by the Securities Act. All such contracts to which any of the Company or its Subsidiaries is a party have been duly authorized, executed and delivered by the Company or it Subsidiaries, as applicable, constitute valid and binding agreements of the Company or the applicable Subsidiary and are enforceable against the Company or the applicable Subsidiary, in accordance with the terms thereof, except as enforceability thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors' rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); and provided further that the indemnity, contribution and exoneration provisions contained in any of such agreements may be limited by applicable laws and public policy. None of the Company or its Subsidiaries have received notice that any of the Company or its Subsidiaries is in breach of or default under any of such contracts to which it is a party.
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No Material Agreements. Neither Borrower nor Mortgage Borrower has entered into, and neither Borrower nor Mortgage Borrower is bound by, any Material Agreement which continues in existence as of the Closing Date.
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Related to No Material Agreements

  • Material Agreements Neither the Borrower nor any Subsidiary is a party to any agreement or instrument or subject to any charter or other corporate restriction which could reasonably be expected to have a Material Adverse Effect. Neither the Borrower nor any Subsidiary is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in (i) any agreement to which it is a party, which default could reasonably be expected to have a Material Adverse Effect or (ii) any agreement or instrument evidencing or governing Indebtedness.

  • No Material Notices None of the following events shall have occurred and be continuing: (i) receipt by the Company of any request for additional information from the Commission or any other federal or state governmental authority during the period of effectiveness of the Registration Statement, the response to which would require any post-effective amendments or supplements to the Registration Statement or the Prospectus; (ii) the issuance by the Commission or any other federal or state governmental authority of any stop order suspending the effectiveness of the Registration Statement or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; or (iv) the occurrence of any event that makes any material statement made in the Registration Statement or the Prospectus or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Registration Statement, the Prospectus or documents so that, in the case of the Registration Statement, it will not contain any materially untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and, that in the case of the Prospectus, it will not contain any materially untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

  • No Material Defaults Neither the Company nor any of the Subsidiaries has defaulted on any installment on indebtedness for borrowed money or on any rental on one or more long-term leases, which defaults, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect. The Company has not filed a report pursuant to Section 13(a) or 15(d) of the Exchange Act since the filing of its last Annual Report on Form 10-K, indicating that it (i) has failed to pay any dividend or sinking fund installment on preferred stock or (ii) has defaulted on any installment on indebtedness for borrowed money or on any rental on one or more long-term leases, which defaults, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.