Common use of Operations of the Seller Clause in Contracts

Operations of the Seller. Except as set forth on Schedule 4.11 of the Seller Disclosure Schedule, since December 31, 2017, through the date of this Agreement, there has not been any change, event or condition of any character that has had or would reasonably be expected to have a Seller Parties Material Adverse Effect. Without limiting the generality of the foregoing, except as set forth on Schedule 4.11 of the Seller Disclosure Schedule, since December 31, 2017, no Seller Party has: (a) sold, leased, transferred, or assigned any of its material assets; (b) entered into any Material Contract outside the Ordinary Course of Business; (c) accelerated, terminated, made material modifications to, or cancelled any Material Contract in any material respect; (d) transferred, assigned, or granted any license or sublicense of any rights under or with respect to any Seller Intellectual Property Right, other than in the Ordinary Course of Business; (e) incurred any Indebtedness or incurred or become subject to any material liability, except current liabilities incurred in the Ordinary Course of Business and Liabilities under Contracts (other than liabilities for breach) entered into in the Ordinary Course of Business; (f) suffered any extraordinary losses or waived any rights of material value, whether or not in the Ordinary Course of Business; (g) experienced any material damage, destruction, or loss (whether or not covered by insurance) to its property; or (h) committed to do any of the foregoing actions.

Appears in 2 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (XCel Brands, Inc.)

Operations of the Seller. Except as set forth on Schedule 4.11 of the Seller Disclosure Schedule, since December 31, 20172013, through the date of this Agreement, there has not been any change, event or condition of any character that has had or would reasonably be expected to have a Seller Parties Material Adverse Effect. Without limiting the generality of the foregoing, except as set forth on Schedule 4.11 of the Seller Disclosure Schedule, since December 31, 20172013, no Seller Party has: (a) sold, leased, transferred, or assigned any of its material assets; (b) entered into any Material Contract outside the Ordinary Course of Business; (c) accelerated, terminated, made material modifications to, or cancelled any Material Contract in any material respect; (d) transferred, assigned, or granted any license or sublicense of any rights under or with respect to any Seller Intellectual Property Right, other than in the Ordinary Course of Business; (e) incurred any Indebtedness or incurred or become subject to any material liability, except current liabilities incurred in the Ordinary Course of Business and Liabilities under Contracts (other than liabilities for breach) entered into in the Ordinary Course of Business; (f) suffered any extraordinary losses or waived any rights of material value, whether or not in the Ordinary Course of Business; (g) experienced any material damage, destruction, or loss (whether or not covered by insurance) to its property; or (h) committed to do any of the foregoing actions.

Appears in 1 contract

Sources: Asset Purchase Agreement (XCel Brands, Inc.)